Welcome to UltraTech Trade Connect.

These Terms govern your use of the Platform. The Platform is accessible through web browser on mobile (Android and iOS) or through any other medium as may be deemed fit from time to time.

These Terms shall constitute a legally binding contract between you and UltraTech Cement Limited, a public limited company having its registered office at B - Wing, Ahura Centre, 2nd Floor, Mahakali Caves Road, Andheri East, Mumbai, Maharashtra - 400093, India. By registering to/accessing the Platform, you represent and warrant that you (i) have full legal capacity and authority to agree and bind yourself to these Terms; (ii) are eighteen years of age or older; and (iii) are a resident of India. If you register/access on behalf of a business entity, you represent that you are duly authorized by such business entity to accept these Terms and that you have the authority to bind such business entity to these Terms in accordance with applicable law(s)

By accessing the Platform, you agree that you have read, understood, and shall be bound by and comply with these Terms and/or any of the related documentation linked within these Terms and/or other restrictions notified during the course of your use of the Platform. If you do not agree with these Terms or do not intend to comply with the requirements herein, please do not access/use the Platform.

These Terms shall be read together with the Privacy Policy, and other terms/policies incorporated by reference or issued from time to time (including any amendments, modifications, changes thereto) along with disclaimers and terms published by us.

These Terms shall constitute an electronic record in terms of the Information Technology Act, 2000, and rules thereunder, as applicable, and the amended provisions pertaining to electronic records in various statutes, as amended from time to time by the Information Technology Act, 2000.

This electronic record is generated by a computer system and does not require any physical or digital signature.

1. DEFINITIONS:

The following capitalized terms have the meaning ascribed to them herein:

1.1 "Company" shall mean UltraTech and/or ICL, as applicable, being the entity with which the relevant User is registered.

1.2 "Customer Support" shall mean the authorized representative(s) of UltraTech dedicated to assist User(s) in relation to the Platform, including to help ensure User(s) satisfaction and convenience.

1.3 "Dealer(s)" shall mean the authorised dealer(s) of the Company.

1.4 "ICL" shall mean The India Cements Limited.

1.5 "Influencer(s)" shall mean contractor(s), engineer(s), mason(s) or interior decorator(s) associated with Dealer(s) and/or Retailer(s).

1.6 "Intellectual Property Rights"shall mean all rights, title and interest under any statute or under common law including patents, rights to inventions, copyright and related rights, trademarks (including renewals) and service marks, trade names, domain names, rights in get-up, designs, circuit layout rights, trade or business secrets, databases, know-how and similar rights in respect of the proprietary techniques and other confidential and proprietary information, whether registered or not and right to applying for them and shall include (i) goodwill; (ii) any licenses, permissions and grants in connection therewith.

1.7 "Platform" shall mean the "UltraTech Trade Connect" platform, owned and operated by UltraTech, and shall include websites and/or mobile sites and/or mobile applications associated with the home page identified by the URL, https://ultratechtradeconnect.com that are maintained by us for Product(s) sold by Seller(s). For the avoidance of doubt, "Platform" does not include any other websites/mobile sites that (i) are maintained by us/our affiliates; or (iii) may be linked to or from the Platform.

1.8 "Products" shall mean product(s) proposed to be booked/sold by Seller(s) through the Platform.

1.9 "Product Catalogue" shall mean the list/catalogue enlisting Product(s) listed, displayed and proposed to be booked/sold through the Platform, as amended from time to time.

1.10 "Product Information" shall mean, in relation any Product(s), such information as may be available on the Platform at the time of placing order(s) for such Product(s).

1.11 "Retailer(s)" shall mean the authorised retailer(s) of the Company and/or Dealer(s).

1.12 "Seller(s)" shall mean (i) any individual, group of individuals, firm, company or any other entity, registered as the authorised stockist and/or the clearing and forwarding agent of the Company(ies); and/or (ii) the Company(ies).

1.13 "Terms" shall mean these terms of use, as amended from time to time.

1.14 "Ultratech","we","us","our" shall mean UltraTech Cement Limited.

1.15 "User(s)","you","your","yourself" shall mean any individual, group of individuals, firm, company or any other entity using the Platform, who is either Dealer or Retailer or Influencer.

1.16 "User Account" shall mean User(s) portfolio/account on the Platform, and shall contain all information applicable to User(s) including but not limited to orders by User(s) and transactions with Seller(s).

2. USER ACCOUNT AND USER INFORMATION

2.1 To use the Platform, you will be required to register and create a User Account on the Platform. As part of the onboarding process and for the purpose of creation of User Account, you shall receive a one-time-password (OTP) on the contact number provided by the you. Upon sign up through the one-time-password (OTP) and upon you providing the details/documents/undertakings as part of the onboarding process, we shall verify the information provided by you. Creation of User Account is a one-time activity. After creation of User Account, you will be able to access your User Account (directly and/or through Customer Support) using the mobile number associated with your User Account through one-time-password (OTP).

2.2 For registration and creation of User Account, we may require User(s) to share information, including information pertaining to identification or other personal information. You agree that all information provided in this regard is complete, true, and accurate. You shall be solely responsible to keep updated your registered mobile number, email address, and/or other contact details on the Platform, and in the event, there is any change/update then such details shall be updated on the Platform immediately by you. We shall not be liable for any loss/liability/damage arising out of your failure to provide/update your contact details on the Platform.

2.3 For registration and creation of User Account and for identifying User(s) on the Platform, we may, from time to time, collect/use/store/process personally identifiable information and data such as your first name and last name, email address, mobile phone number, postal address, other contact information, demographic profile. The use and handling of such data shall be as per the Privacy Policy. By registering on, and accessing the Platform (directly and/or through Customer Support), it is deemed that User(s) has given express and specific consent for such collection and processing of data for the purpose of use of the Platform.

2.4 User(s) shall not disclose, transfer, sub-license or otherwise part away with your User Account or try to circumvent them in any manner whatsoever. We shall not be liable for any loss/liability/damage arising out of such disclosure or circumvention.

2.5 You are solely responsible for maintaining the confidentiality of your User Account and its credentials, and for all activities and transactions that occur through your User Account. You agree to immediately notify us of any unauthorized use of your User Account or any other breach of security. We shall not be liable for any loss/liability/damage arising out of unauthorized use of your User Account.

2.6 We shall not be liable for any loss/liability/damage arising out of unauthorized access to the Platform, including but not limited to hacking and security breaches.

2.7 You agree and consent to receive periodic communication from us on the modes of communication provided by you both at the time of creation of your User Account (including by way of SMS, WhatsApp, e-mail, etc.) or as updated by you from time to time, in relation to: (i) update, amendment, change in these Terms; (ii) specific Product(s) purchased through the Platform; (iii) promotional messages including offers, updates on new products and promotions; (iv) order and payment information; or (v) any other information which we may deem fit for purchase of Product(s) from the Platform. You have the right to opt-out of receiving such communication by contacting Customer Support.

3. USAGE OF PLATFORM BY DEALERS

This Section 3 shall be applicable to Dealer(s) only.

3.1 User Account: Each Dealer may register/link up to three (3) contact numbers with each User Account. By linking such contact numbers, User(s) represent and warrant that the persons on who's name such contact number(s) are registered/procured consent to the linkage of their contact number(s) with User Account and the Platform, and will be deemed to have accepted these Terms. We shall not be liable for any claims/loss/liability/damage arising out of such linkage.

3.2 Profile Management on User Account: You may update and maintain your profile details through your User Account on the Platform. This includes modifying information such as your name, contact details, business category, and other relevant fields as may be permitted on the Platform.

3.3 Dealers' Retailer(s) and Influencer(s): On the Platform each Dealer shall be able to view Retailer(s) and Influencer(s) associated with such Dealer. Dealer(s) may insert/modify details (such as name, gender, contact details, category, and other relevant fields as may be permitted on the Platform) of Retailer(s) and Influencer(s) associated with such Dealer. On the Platform each Dealer may track information and performance metrics (such as month-to-date (MTD), year-to-date (YTD), last active date, sales trends and target achievements) of Retailer(s) and Influencer(s) linked to such Dealer. On the Platform, each Dealer shall be able to view Influencer(s) associated with such Dealer's Retailer(s).

3.4 Booking order(s) through the Platform: Dealer(s) may place order(s) for purchasing Product(s) through the Platform. All booking(s) shall be through Dealer(s) User Account. Upon placing order(s) for purchasing Product(s) through the Platform, Dealer(s) shall have the option to utilise amounts from available credit limits or opt for 'cash-on-delivery'.

3.5 Acceptance of order(s): Upon User(s) placing order(s) on the Platform for purchase of any Product(s), the relevant Seller(s) shall accept such order(s) and fulfil such order(s). We shall not be responsible/liable for any Seller(s)'s failure to reject/fulfil any order(s).

3.6 Assigning Retailer(s): While placing order(s), User(s) may assign Retailer(s) to whom the Product(s) are to be supplied. The Platform shall record such assignment for tracking and reporting purposes.

3.7 Delivery timeline: We shall not be responsible/liable for any Seller(s)'s failure to delivery Product(s) within the delivery timeline provided on the Platform.

3.8 Transportation: User(s) may opt for pick-up or drop-off of Product(s). For pick-up of Product(s), User(s) shall be responsible for ensuring transportation from the relevant pick-up point. For drop-off of Product(s), the relevant Seller(s) shall be responsible for ensuring delivery of the Product(s) to the relevant drop-off point.

3.9 Tracking Order(s): The status of order(s) shall be available on the Platform. You acknowledge and agree that the Platform shall make best efforts to provide tracking information on real-time basis; however, since tracking information is based on inputs from third-parties, tracking information may be subject to delays/inaccuracies/technical limitations. We shall not be liable for any loss/liability/damage arising out of reliance on tracking information. For pick-up Product(s), tracking details shall be provided until the Product(s) is picked-up by User from the relevant pick-up point, and electronic proof of delivery (EPOD) is made available on the Platform by the relevant Seller(s). For drop-off Product(s), tracking details shall be provided until delivery of the Product(s) to the relevant drop-off point, and electronic proof of delivery (EPOD) is made available on the Platform by the relevant Seller(s).

3.10 Delivery: Seller(s) shall ensure that Product(s) are available for pick-up and/or delivered within the timeline indicated on the Platform. Seller(s) shall be solely responsible to ensure that Product(s) are packed and delivered in compliance with applicable law(s). We shall not be liable for any loss/liability/damage arising out Seller(s)'s failure. Upon successful completion of delivery (by way of pick-up by User or drop-off by Seller, as the case may be) the electronic proof of delivery (EPOD) and all other relevant documents shall be made available on the Platform by the relevant Seller(s).

3.11 Title and risk of Product(s): Title and risk in relation to Product(s) shall be transferred to User upon the electronic proof of delivery (EPOD) being made available on the Platform by the relevant Seller(s).

3.12 In the event any installations, support, troubleshooting, maintenances, upgrades, after-sales-services and/or warranties are required in relation to Product(s), User(s) may contact Customer Care.

3.13 You agree and acknowledge that no exchange and/or refund of Product(s) shall be through the Platform. You may contact Customer Support for issues/claims/grievances related to the Product(s).

4. USAGE OF PLATFORM BY RETAILERS

This Section 4 shall be applicable to Retailer(s) only.

4.1 Profile Management on User Account: You may update and maintain your profile details through your User Account on the Platform. This includes modifying information such as your name, contact details, business category, and other relevant fields as may be permitted on the Platform.

4.2 Retailers' Dealer(s) and Influencer(s): On the Platform each Retailer shall be able to view Dealer(s) and Influencer(s) associated with such Retailer. Retailer(s) may insert/modify details (such as name, gender, contact details, category, and other relevant fields as may be permitted on the Platform) of Influencer(s) associated with such Retailer. While placing request(s) on the Platform for purchase of Product(s), Retailer(s) may provide the name of Influencer(s) to whom the Product(s) is proposed to be supplied by such Retailer, and the relevant Influencer(s) shall be, accordingly, assigned points by the Platform.

4.3 Request(s) for Product(s) through the Platform: Retailer(s) may place request(s) on the Platform for purchase of Product(s). While placing such request(s), Retailer(s) may provide the name of Influencer(s) to whom the Product(s) is proposed to be supplied by such Retailer. All the request(s) shall be through your User Account. Upon placing of request(s) by Retailer(s), the relevant Dealer(s) shall be prompted about such request(s). Such relevant Dealer(s) may place order(s) based on request(s) by Retailer(s). We shall not be responsible/liable for any Dealer(s)'s omission to place any order(s).

4.4 Tracking Order(s): The status of order(s) assigned to Retailer(s) shall be available on the Platform. You acknowledge and agree that the Platform shall make best efforts to provide tracking information on real-time basis; however, since tracking information is based on inputs from third-parties, tracking information may be subject to delays/inaccuracies/technical limitations. We shall not be liable for any loss/liability/damage arising out of reliance on tracking information. For pick-up Product(s), tracking details shall be provided until the Product(s) is picked-up by User from the relevant pick-up point, and electronic proof of delivery (EPOD) is made available on the Platform by the relevant Seller(s). For drop-off Product(s), tracking details shall be provided until delivery of the Product(s) to the relevant drop-off point, and electronic proof of delivery (EPOD) is made available on the Platform by the relevant Seller(s).

4.5 Retailer(s) use/access to the Platform shall be limited to (i) placing request(s) for purchase of Product(s); (ii) tracking order(s) assigned to Retailer(s); and (iii) undertaking permitted actions on User Account(s).

5. USAGE OF PLATFORM BY INFLUENCERS

This Section 5 shall be applicable to Influencer(s) only.

5.1 Profile Management on User Account: You may update and maintain your profile details through your User Account on the Platform. This includes modifying information such as your name, gender, contact details, business category, and other relevant fields as may be permitted on the Platform.

5.2 Influencers' Dealer(s) and Retailer(s): On the Platform each Influencer shall be able to view Dealer(s) and Retailer(s) associated with such Influencer. Dealer(s)/Retailer(s) may insert/modify details (such as name, gender, contact details, category, and other relevant fields as may be permitted on the Platform) of Influencer(s) associated with such Dealer/Retailer.

5.3 In the event Retailer(s), while placing request(s) on the Platform for purchase of Product(s), provides the name of Influencer(s) to whom Product(s) is proposed to be supplied by such Retailer, the relevant Influencer(s) shall be, accordingly, assigned points by the Platform. Such points shall be displayed on the relevant Influencer(s) User Account. The relevant Company(ies) may, at its sole discretion, propose/provide incentives linked to such points.

5.4 Influencer(s) use/access to the Platform shall be limited to (i) viewing Dealer(s) and Retailer(s) associated with such Influencer; (b) viewing the points assigned to such Influencer; and (c) undertaking permitted actions on User Account.

6. PRODUCTS AND PRODUCT INFORMATION

6.1 All booking(s) shall be through your User Account. Product(s) of different Companies may be available on the Platform. Each User shall be able to view the Product Catalogue of such Company(ies) with whom such User is registered. User(s) shall neither be able to view the Product Catalogue(s) of Companies with whom such User is not registered nor shall User(s) be able to place order(s) for Product(s) that are not of Company(ies) with whom such User is not registered.

6.2 Product Information in relation to Product(s) may be published on the Platform. We may attempt to ensure that Product Information is as accurate as possible.

6.3 We do not warrant or undertake that Product Information is accurate, complete, reliable, current or error-free. Information and pictures published on the Platform may contain typographical errors/inaccuracies, may not be complete/current and may be purely indicative. Seller(s) shall be solely responsible for any deviation between Product Information and the related Product(s).

6.4 You acknowledge that we are hosting Product Information on the Platform as provided by Seller(s), and are not responsible for verifying such Product Information. You agree that the decision to purchase any Product(s) is solely yours. You acknowledge that any support and/or facilitation services that may be provided by us on the Platform and/or in relation to Product(s) are solely for User(s)’s convenience. We shall not be liable in respect of Product(s) supplied against Product Information. Responsibility to supply Product(s) in line with Product Information shall be that of Seller(s) to User(s).

7. CREDIT LIMIT AND INVOICING

7.1 For purposes of booking order(s) for purchasing Product(s) through the Platform, the relevant Company(ies) may provide/approve credit limit to Dealer(s). Details of such credit limit (including outstanding amounts, balance confirmations, payment history, account statement, etc) shall be available on User Account of the relevant Dealer(s).

7.2 Dealer(s) may make payments through any of the payment options available on the Platform to top-up the credit limit.

7.3 You agree to provide true and accurate information when making payments. We may, without prior notice to User(s), add/delete payment options on the Platform. While availing any of the payment method(s) available on the Platform, we will not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly to you due to: (i) lack of self-authorization for any transactions; (ii) exceeding the preset limit mutually agreed by you and the banks; (iii) decline of transaction for any other reason; or (iv) any payment issues arising out of the transaction. We shall not be responsible, if a payment made by User(s) is not registered or is lost due to any network problems such as breakdown of machinery, unclear/disruption in the network or non-receipt of payment from banks/payment gateways and/or the cost(s) charged by the network operator(s) or for loss or misuse of any information such as your User Account details, passwords etc. by third-party payment gateway aggregators and financial institutions. Any dispute in connection to the same shall be settled between User(s) and the network operator.

7.4 For order(s) fulfilled through the Platform, applicable corresponding invoice(s), GST (Goods and Services Tax) and TDS (tax deducted at source) records, credit/debit notes, discounts/incentives and payment adjustments shall be available on the Platform.

7.5 You agree and acknowledge that clarifications/queries/concerns related to payments shall neither be addressed nor resolved through the Platform. You may contact Customer Support for the same.

8. FEEDBACK

8.1 Your feedback is important to us. User(s) can provide feedback and suggestions about Product(s) or Seller(s) or experience on the Platform. You agree that we may, in our sole discretion, use such feedback.

9. OBLIGATIONS OF USER(S)

9.1 You shall not use the Platform in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you shall not:

9.2 You are aware of applicable law(s) and regulations governing your use of the Platform. You shall be solely responsible for ensuring compliance with the various applicable law(s), and you shall be solely liable for any liability that may arise due to a breach of your obligations in this regard.

9.3 You shall extend all cooperation, at your cost, to us in our defence of any proceedings that may be initiated against us due to a breach of your obligations or covenants under these Terms.

9.4 Your use of the Platform shall indicate that you have provided consent to automatically receive updates such as bug fixes, patches, enhanced functions, missing plug-ins and new versions.

9.5 If your device has been lost or stolen, you shall request us to block your User Account immediately.

10. USER ACCOUNT SUSPENSION AND DEACTIVATION

10.1 We reserve, at our sole discretion, the right to suspend your User Account (i) if we are of the opinion that your User Account is/has been accessed by an unauthorized party; (ii) if we are of the opinion that your User Account is/has been used to defraud, to launder money, or for cheating; (iii) on violation of applicable law(s) and/or these Terms; (iv) when you access the Platform from a territory from where we do not accept User(s); (v) if you provide any information to us that is false, misleading, inaccurate, outdated or incomplete; (vi) if the Company directs us to suspend your User Account; or (vi) if we have reasonable grounds to suspect that you have provided false, inaccurate, misleading, outdated or incomplete information.

10.2 Upon suspension of your User Account, regardless of the reason(s), your right to purchase Product(s) on the Platform ceases immediately. Any ongoing order(s) will, at our sole discretion, be completed or cancelled in accordance with these Terms.

10.3 You may deactivate your User Account by writing to us. If you delete your User Account, your User Account will immediately go offline. Any ongoing order(s) will not be affected. Should you wish to resume using the Platform, you will be required to reactivate your existing User Account by writing to us.

10.4 Upon suspension/deactivation of your User Account, your right to access/use the Platform shall cease. We shall not be liable for any loss/liability/damage to you/third-party arising out of suspension/deactivation of your User Account or any other actions taken in connection with such suspension/deactivation.

11. ADVERTISEMENTS

11.1 We reserve the right to place advertisements and publicity materials of our choice, including that pertaining to third-parties for commercial use on the Platform. You have the right to opt-out of receiving such advertisements and publicity materials by contacting Customer Support.

11.2 By accepting these Terms, you accept to receive news, updates, offers/campaign related SMS, to the mobile phone number provided by you. By accessing and using the Platform and/or verifying your contact number with us, you explicitly consent to receive such communications (through call, SMS, email or other digital and electronic means) from us and/or our authorized representatives regarding any new services or offerings, even if your contact number is registered under the DND/NCPR list under the Telecom Commercial Communications Customer Preference Regulations, 2018. You have the right to opt-out of receiving such communication by contacting Customer Support.

12. THIRD-PARTY CONTENT

12.1 The Platform may provide links or direct you to various third-party websites. If you use any of these links, you may be directed/redirected to such external websites.

12.2 If you decide to visit any such external link, you agree to do so at your own risk, responsibility and liability. We do not endorse any website linked to the Platform or the information appearing therein or any product(s)/service(s) described therein. You agree that we are in no way responsible for the accuracy, timeliness or completeness of information that it may obtain from these third-parties, and which may be posted/published on the Platform (as may be amended from time to time). You are advised to use your own judgment when engaging with third-parties or relying on third-party information available on the Platform.

12.3 Use of such third-party links shall be governed by a separate agreement between you and such third-party. We will have no liability with respect to the acts, omissions, errors, representations, warranties, breaches or negligence of any such third-parties or for any expenses resulting from interactions of User(s) with such third-parties or from availing any product(s)/service(s) from such third-parties.

13. DISCLAIMER

13.1 We do not make any representations and warranties relating to the Platform including content therein. We disclaim any representation and warranty for the availability, security, reliability, quality, timeliness, and performance of: (i) the Platform/content on the Platform; (ii) third-party product(s)/service(s) advertised on or received through the Platform or any links or other sources provided on the Platform; and (iii) any information, content or advice received through the sites or links provided on the Platform is complete, true, accurate or non-misleading. We make no warranty or representation that any errors on the Platform will be corrected.

13.2 You agree that access of the Platform (directly and/or through Customer Support) is at your sole discretion. We are not responsible for any consequences arising out your access of the Platform. We shall not be liable in any manner for credentials, representations, acts or omissions of User(s).

13.3 The Platform is provided on a 'as is' and 'as available' basis with no representations or warranties whatsoever. We are not liable for any network, technical or other operational difficulties or problems which may result in loss of your data, monetary loss, personalization settings or other interruptions in the features offered on the Platform. Neither us nor any third-party shall be liable for the deletion, loss, mis-delivery, timeliness or failure to store or transmit any features or other aspects of the Platform, content on the Platform or your personalization and/or your User Account settings.

13.4 The Platform offered by us may be unavailable or be interrupted owing to upkeep and maintenance or for reasons beyond our control and thus we do not make any representation that the Platform provided to you will be uninterrupted.

13.5 We shall have no responsibility for any damage to your computer system(s), loss of data that results from the use of the Platform or its content.

13.6 We do not endorse any views expressed on the Platform and does not influence control over any particular theory, opinion, ideology, doctrine, viewpoint or position on any topic. Availing any Product(s) and/or relying on any advice or suggestions given through the medium of the Platform is at your discretion and we disclaim all liabilities in this regard.

13.7 Subject to these Terms, we are not a party to the dealing, contracting and fulfilment between you and Seller(s). We only act as an intermediary and have no control over and do not guarantee expressly or impliedly as to the quality, suitability, warranty, safety, fitness or legality of any Product(s) and/or the qualifications, background or ability of any Seller(s) to provide Product(s), and complete a transaction and/or the ability of User(s) to pay for Product(s).

13.8 We are not responsible for and will not control the manner in which any Seller(s) operates and are not involved in the hiring, firing, discipline or working conditions of Seller(s). All rights and obligations for the purchase and sale of Product(s) are solely between you and Seller(s). You and Seller(s) must look solely to the other for enforcement and performance of all the rights and obligations in relation to Product(s), as may be agreed, and any other terms, conditions, representations, or warranties associated with such Product(s).

13.9 In order to assist you in identifying Product(s) of your choice, we may provide visual representations on the Platform including graphics, illustrations, photographs, images, videos, charts, screenshots, infographics and other visual aids as provided to us by Seller(s). We disclaim any guarantee or warranty of exactness of such visual representation or description of Product(s) with the actual Product(s) delivered to you.

13.10 We list availability information for Product(s) on the Platform. Beyond what we say on the Platform, we cannot be more specific about availability. Please note that estimates of completion of delivery of Product(s) are not guaranteed and should not be relied upon as such.

13.11 We do not covenant or provide any representations and warranties that (i) that Product(s) will be made available at all times; and (ii) that the operation of the Platform, including the functions contained in any content, information and materials on the Platform or any third-party sites or services linked to will be uninterrupted, or that the defects will be rectified, or that the Platform or the servers that make such content, information and materials available are free of viruses or other harmful components.

13.12 We shall not be liable for any loss suffered due to reasons beyond our control. We shall not be liable for any loss suffered by you as result of reliance on the advice of our representatives or executives or on the advice, promises, representation, assurances made by Seller(s). We shall also not responsible for any acts, representations and consequences of performance/inadequate performance/non-performance of any services by Seller(s).

13.13 You agree, understand and acknowledge that we are an 'intermediary' in terms of the Information and Technology Act, 2000 (as amended from time to time) that enables you to purchase Product(s) listed on the Platform indicated therein at any time. You further agree and acknowledge that we are only a facilitator and are not and cannot be a party to or control in any manner any transactions on the Platform.

13.14 All commercial/contractual terms are offered by and agreed to between User(s) and Seller(s) alone. The commercial/contractual terms include without limitation price, shipping costs, payment methods, payment terms, date, period and mode of delivery and warranties related to Product(s). We do not have any control or does not determine or advise or in any way involve ourselves in the offering or acceptance of such commercial/contractual terms between User(s) and Seller(s).

14. INTELLECTUAL PROPERTY

14.1 You acknowledge and agree that all the rights, title and interests in the Platform including our compilation of regulatory information, and all the Intellectual Property Rights therein or related thereto are solely and absolutely licensed/owned by us. All such rights, title and interests in Intellectual Property Rights shall continue to vest with us.

14.2 All intellectual property including in relation to the Platform, any trademarks, logos, images and other content available on the Platform belongs exclusively to us. Through your use of the Platform, by no means is any proprietary right in any intellectual property impliedly or expressly granted by us to you. We reserve all rights not expressly granted to User(s) under these Terms. You shall not copy, imitate, adapt or use, in whole or in part, without our prior written permission or wherever applicable, the owner of the intellectual property, trademarks, domain name, logos, images and other content available on the Platform.

15. INDEMNITY

15.1 You hereby agree to defend, hold harmless and indemnify us from and against any and all losses, costs, expenses, damages or other liabilities incurred due to or arising out of or in connection with your act/omission in relation to (i) your use of the Platform, (ii) your breach of any provision of these Terms, (iii) actual and/or alleged infringement of any third-party intellectual property, (iv) action or inaction on behalf of Seller(s) in delivering the agreed Product(s) (v) your taxes and duties or the collection, payment, or failure to collect or pay your taxes or duties, or the failure to meet tax registration obligations or duties; and (vi) any dispute between Seller(s) and you in which we are made a party in relation to Product(s) purchased through the Platform, and (vii) any fraud, negligence, willful misconduct or intentional wrongdoing on your part. We shall notify you promptly of such claim, loss, liability, or demand, and in addition to your foregoing obligations, you agree to provide us with reasonable assistance, at your expense, in defending any such claim, loss, liability, damage or cost.

15.2 You shall not settle or compromise any such matter in respect of which any indemnity claim arises without our prior written consent. We shall be entitled to participate in such defence through our own counsel at your cost and expense.

16. LIMITATION OF LIABILITY

16.1 We shall not be responsible for any representations, warranties, guarantee, misrepresentation, or undertakings made by or obligations of Seller(s) including with respect to the accuracy, suitability, timeliness, or quality of Products(s) or information shared by Seller(s).

16.2 To the fullest extent permitted by law, we shall not be liable for any direct, indirect, remote, punitive, special, incidental, consequential, or exemplary damages (including, without limitation, loss of business, revenue, profits, goodwill arising out of or in connection with the Platform, even if we have previously been advised of, or reasonably could have foreseen, the possibility of such damages, however they arise, whether in breach of contract or in tort (including negligence), including without limitation to damages due to: (i) the use of or the inability to use the Platform; (ii) conduct of User(s) on the Platform; (iii) unauthorized access to or alteration of transmissions or data; (iv) malicious or criminal behavior; (v) technical or other operational lapses on the Platform; and (vi) any delay in delivery of Products(s) by Seller(s).

16.3 Listing of Product(s) on the Platform is merely an invitation to offer. You may choose and request for a desired Product(s), which when accepted by the relevant Seller(s) will constitute an offer. The Platform merely facilitates Seller(s) to list and display their Product(s) to User(s) of the Platform on such commercials and timelines as may be mutually agreed with User(s).

17. MODIFICATION TO TERMS

17.1 We may amend these Terms at any time by posting an updated version on the Platform. The updated version of these Terms shall supersede the previous version of these Terms and take effect immediately upon posting. You have the right to opt-out of agreeing to these Terms or any future updated version of these Terms, by ceasing to use the Platform. However, please be aware that your continued use of the Platform from the launch of any updated Terms would mean deemed acceptance of such updated Terms including any modification thereof. We recommend you to keep checking these Terms often to be familiar with any updates and changes.

18. GOVERNING LAW AND JURISDICTION

18.1 These Terms shall be governed and construed in accordance with the laws of India. The courts in Mumbai shall have exclusive jurisdiction over all issues arising out of these Terms.

19. USERS OF THE INDIA CEMENTS LIMITED

19.1 You acknowledge and agree that the Platform is owned and operated by UltraTech. Information shared by ICL to UltraTech in relation to and/or for the purposes of the Platform shall be used by UltraTech for purposes of the Platform. By accessing the Platform (directly and/or through Customer Support), as a User registered with ICL, it is deemed that you have given express and specific consent for such collection and processing of data for the purpose of use of the Platform.

20. MISCELLANEOUS

20.1 Entirety: These Terms entered into between you and us, if any, constitute an entire, valid and binding agreement between you and us and governs your access (directly and/or through Customer Support) and use of the Platform. In the event, these Terms are available in multiple languages, these Terms written in the English language (and the meaning and intent conveyed thereunder) shall prevail over these Terms in any other languages and will be final and binding on User(s) and the Platform.

20.2 Severability: If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue to be in effect. If any unlawful or unenforceable provision would be lawful or enforceable if a part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the provision, in which case the entirety of the relevant provision will be deemed to be deleted).

20.3 Waiver: You agree that no action of ours, other than an express written waiver or amendment, may be interpreted as a waiver or amendment of any of these Terms.

20.4 No third-party rights: No third-party shall have any rights to enforce any terms contained herein.

20.5 Assignment: You shall not license, sell, transfer, or assign your rights, obligations, or covenants under these Terms in any manner without our prior written consent. We may grant or withhold this consent at our sole discretion, subject to any conditions we deem appropriate. We may assign our rights to any of our affiliates, subsidiaries, or parent companies, any successor in interest of any business associated with the services, or any third-party without any prior notice to you.

20.6 Force majeure: We shall have no liability to you if we are prevented from or delayed in performing our obligations, or from carrying on our business, by acts, events, omissions, or accidents beyond our reasonable control, including without limitation labour disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, lockdowns, operation of law, epidemics, pandemics, cyberattacks, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions.

20.7 Independent contractor: These Terms does not create the relationship of employer - employee, principal and agent, joint ventures, or partners between User(s) and us.

21. CONTACT US

21.1 If you have any questions or concerns regarding these Terms or for any technical support or use of the Platform, please contact us at:

21.2 If you require any support with (i) registering/creating User Account; (ii) Product Information; (iii) placing order(s) on the Platform; (iv) updates in relation to the status of order(s) on the Platform; (v) updating the electronic proof of delivery (EPOD) on the Platform; (vi) exchange/refund/re-delivery of Product(s); (vii) deactivation of User Account; or (viii) any other matter/concern in relation to Product(s) and/or the Platform, please contact Customer Support. Customer Support shall take any of the above actions/activities upon your instructions only. You agree and acknowledge that any such action/activity by Customer Support is solely for the purposes of providing support to you, and shall be deemed to be taken by you for which you shall be solely responsible. Customer Support is not, and shall not be considered the agent of any User(s) for any purpose whatsoever.

21.3 You shall receive updates in relation to all actions taken on the Platform by you (directly and/or through Customer Support) by way of SMS on the mobile number associated with your User Account/the Platform. In the event you receive any SMS in relation to any action not taken by you (directly and/or through Customer Support), please contact us.