ICOLUX Terms and Conditions

1. General Information: These terms and conditions apply to all orders and supersede any prior terms and conditions. Receipt of acknowledgement of order by buyer, constitutes buyer's acceptance ICOLUX PORCELANO LLP terms and conditions will only be applicable to the contract notwithstanding any purported terms put forward by the buyer.
2. Technical Advice: The advice provided by the Company's authorized representative is offered in good faith and is intended for general guidance purposes only. It is important to note that the Company cannot be held liable for manufacturer errors or circumstances that are beyond its control. Therefore, it is incumbent upon the Customer to ensure that the product aligns with their intended purpose by adhering to the manufacturer's recommendations.
3. Samples: Samples are provided to assist the Customer in evaluating the quality of the goods; however, it is important to note that the provision of samples does not constitute a sale by sample. Therefore, it should be understood that the final product may not precisely match the provided samples.
4. Variations: The supplied goods are subject to the manufacturer's tolerance limits for size, texture, and colour variations. It should be noted that variation in colour, shade, size, and thickness are inherent characteristics in Ceramic tile, Porcelain tile, Vitrified tile, and Sanitary ware. Additionally, variations may occur in successive batches of material. The Customer is responsible for visually and physically inspecting the products upon receipt to ensure they align with the customer's order and that an acceptable blend of shade is achieved before any fixing takes place. It is important to note that tiles are not guaranteed against chipping, crazing, or wear unless warranted by the Company. Therefore, it is crucial for the Customer to ensure that the products are acceptable to the end user before the materials are fixed. Please be aware that the company will not entertain any claims, for whatever reason, once the products have been fixed.
5. Product Details: The Company reserves the right to alter any details or designs of the products illustrated without notice and while every effort is made to describe goods accurately no warranty is given as to accuracy and no responsibility will be accepted for error of description and any resulting loss.
6. Comparison with Previous Orders: The Company cannot guarantee the exact matching of shades from previous orders. It is important to note that due to technical reasons or lack of market demand, the Company reserves the right to discontinue the production of specific designs or sizes without prior notice. As a result, the Company will not be held liable or responsible for any unavailability of stock for the Customer.
7. Quotations & Prices: Quotations provided by the Company are offered in good faith and are based on current costs, and it is important to note that they may be amended without prior notice. Any changes to the quotations apply on the date of invoice or dispatch, regardless of the order date. Furthermore, it should be understood that the quotations are based on the current stock range. All prices are subject to GST, charged at the rate operative on the invoice date.
8. Representations: If the Customer wishes to rely upon any statement or representation, other than those made in the documents enclosed with the Company's quotation or acknowledgement of order, it is necessary for the Customer to set out that statement or representation in a document to be attached to or endorsed on the order. In such a case, the Company reserves the right to confirm, reject, or clarify the point and may create a new quotation. Additionally, the Company's "Logo" refers to the logos and emblems of the Company's business, whether registered or not. This includes the recognized business logos, trademarks, names, and emblems of the Company, and it is imperative that they are not misused by anyone.
9. Orders: Special orders for non-stock goods cannot be cancelled once the Company has placed an order with the manufacturer/supplier. Additionally, the Company reserves the right to refuse the cancellation of orders for goods that are ready for dispatch, in transit, or in the process of manufacture.
10. Delivery Quotation: Time is not considered the essence of the Contract. Quotations regarding delivery time are provided in good faith, but delivery is contingent upon the availability of the Goods, raw materials, and supply from the Company/Manufacturer. Every reasonable effort will be made to achieve delivery within the quoted period. In the event that delivery is not accomplished within the quoted period, which is reasonable in all circumstances, the Customer, if reasonably of the opinion that such period has elapsed, must provide written notice to the company stating the reasons for such opinion. Upon receipt of such notice, the reasonable period shall be deemed to expire 7 days after service of such notice.
11. Goods Supply and Return Policy:

    [A] Goods once supplied will not be accepted for return or exchange.

    [B] No goods will be supplied on a sale or return basis unless specifically agreed by the Company in writing.

    [C] Excess products purchased from our stock product range may be returned within 7 days for a full refund or credit note, provided they are returned in full box quantities and in their original packaging. This policy does not extend to Special Orders, Clearance/End of Line Products, or Natural Stone, for which returns will not be accepted.

    [D] No special order, in full or part, can be returned to the company.

    [E] In the event of any customer's official order form containing any special conditions, it is understood that such conditions are only binding to the extent that they do not conflict with the terms and conditions mentioned herewith, unless specifically accepted by the Company in writing.

    [F] The company reserves the right to deliver a product that may vary by up to 10% from the quantity ordered by the consumer. The consumer is required to accept the delivered quantity within this range.

    [G] To ensure we can promptly address any order discrepancies, please notify us within one week of receiving your order if there are any changes or incorrect items.

12. Goods Acceptance and Delivery:

    [A] Acceptance of the Goods or payment for the Goods by the Customer to the Company shall constitute acceptance of these conditions, where acceptance has not previously been communicated to the Company.

    [B] No claim for short delivery can be entertained unless signified at the time of delivery. The total number of items is shown on all delivery notes and must be signed for accordingly. Customer's signatures on delivery notes, accompanied by remarks such as "unexamined" or similar, will not be binding to the Company.

    [C] Claims for damaged goods, shade variation, and any quality issue cannot be entertained unless a claim is received in writing at the Company's official office within 7 days of receipt of goods by our customer, along with pictures and video of unpacking of boxes. All damaged goods must be returned to us before a refund can be issued. The use of goods delivered implies their acceptance by the customer.

    [D] It is the Customer's responsibility to provide a safe environment for the delivery and storage of the goods to prevent theft or damage (from weather, etc.). We reserve the right to decline a site delivery. A charge for delivery will be quoted on request. We cannot be responsible for damage to driveways, etc., as a result of the customer requiring the delivery vehicle to drop goods on the property.

    [E] If the Company is requested to deliver to a site, delivery will be to the nearest hard road to the site. If the Customer requests delivery to a site beyond the nearest hard road, then all risk is with the Customer. No claims will be entertained as to the condition of the Goods on delivery or for any damage caused to the customer's property.

    [F] Unloading is the responsibility of the Customer.

    [G] Delivery to the site of the nearest hard road requested by the Customer, established by a signed delivery note, is conclusive evidence that delivery has been made to the order of the Customer, and in compliance with the agreement.

    [H] The Company shall not be required to fulfil orders in the sequence in which they are placed. Failure by the Customer to take delivery of or to make payment in respect of the Goods or any one or more instalments of the Goods shall entitle the Company to treat the whole of the contract as repudiated by the Customer.

    [I] The company will endeavour to comply with reasonable requests by the Customer for postponement of delivery of the goods but shall be under no obligation to do so. Where delivery is postponed by agreement, otherwise than due to default by the Company, the Customer shall pay all costs and expenses, including a reasonable charge for storage and transportation occasioned thereby, and payment for the Goods shall be made on the date payment would have been due had delivery not been postponed.

13. Force Majeure: In the event that the manufacture or delivery of any of the Goods is prevented or hindered directly or indirectly by fire, war, civil commotion, strikes or lock-outs, industrial dispute, shortage of fuel notwithstanding that the Company has taken all reasonable steps to procure the same, shortage of labour, breakdown or partial failure of vehicles, plant or machinery, acts, orders or regulations of Government, delay on the part of any independent subcontractor or supplier, the elements including Act of God, or any other cause beyond the reasonable control of the Company, then the time for delivery of the Goods shall be extended for a reasonable period having regard to the effect of the delaying cause on the manufacture or delivery.
14. Title and Possession of Goods:

    [A] Title to the Goods shall not pass to the Customer until the Customer has paid all sums due and payable by it to the Company under this contract and all other prior contracts between the Company and the Customer. Until title to the Goods has passed to the Customer, the Customer shall possess the Goods or any part thereof as a bailee of the Company. The Customer shall store the Goods or parcel thereof separately from other goods to ensure that they are clearly identifiable as the property of the Company and shall not use the Goods. No rent is payable by the Company to store such material.

    [B] The Company shall be entitled to recover and resell Goods in respect of which the Customer has not made payment and title has not passed to the Customer at any time. The Customer hereby licenses the Company, its officers, employees, and agents to enter upon any premises of the Customer for the purpose of satisfying itself that condition 12(a to c) is being complied with by the Customer or recovering any Goods in respect of which title has not passed to the Customer.

    [C] The Trader/Dealers/Partners/Proprietor/Company shall allow access to the warehouse to representatives of the Company at any point of time to ascertain the quantity and condition of stocks, even during non-payment by the dealer/buyer/distributor.

15. Risk:

    [A] If the Company delivers in its own vehicle, or any other means at the Company's choice, then the risk for the condition of the Goods remains with the Company until delivery has been made.

    [B] If delivery is by a carrier or by post, transport, cargo, i.e., at the request of the Customer, or if the deliveries are requested beyond the nearest hard road (where the road/route is not good), then the risk for the condition of the Goods is with the Customer after the Goods have left the Company's premises.

    [C] If delivery is by carrier or by post, transport, cargo, the Company will charge the Customer for the cost of carriage, transport, cargo, post, or other delivery effected at the Customer's request and/or consent.

    [D] Delivery is completed by the arrival of the Goods at the requested or appointed destination and before unloading or unpacking.

    [E] The Company cannot assume any risk or liability for results obtained, nor for damages in excess of the original purchase price itself, which does not include labour charges or any consequential damages resulting from the use of our products. The Company shall not be liable for any expense or injury arising from the use of any product supplied, and the customer shall assume all resultant risk and liability.

    [F] The consumer herein acknowledges and agrees to the breakage policy, wherein they are responsible for bearing 1.5% of the breakage amount in the event of any breakage at the time of delivery.

16. Trade Credit: In case of a delay in payment exceeding 45 days, non-payment, or default in payment of any legal dues by "the Customer," details of the default will be uploaded on www.leganapp.com (a part of Legal Empowerment India) to safeguard against default, as our firm/company is registered with it. For securing a good credit rating, DEALERS /CUSTOMERS /PERSON/FIRM /COMPANY/ ORGANIZATION must maintain a good transaction record; otherwise, their trade credit rating will be affected and listed on www.leganapp.com and www.nesl.co.in.
17. Payment:

    [A] Account terms are strictly 15 DAYS, from the end of the month following the date of the invoice.

    [B] Cash on Delivery. Goods WILL NOT be unloaded on a C.O.D. without payment in full.

    [C] Interest on overdue accounts will be payable at a rate of 20.75% per annum.

    [D] A cheque tendered by the Customer in payment shall not be treated as payment until the payment for the same has been cleared/realized.

    [E] The COMPANY may get the security cheques honoured at any time, which are received towards the billed amount, with written intimation to the Trader/Retailer/Partners/Proprietor via Email/SMS/Postal service.

    [F] The dealer is responsible for delivery and collection for any secondary and third-party sales done by the Company representative for the dealer or where any involvement by the dealer.

    [G] Any liability in the form of any kind of Government Taxes (Central or State), Service Tax, etc. would be borne by 'The Customer'.

    [H] If the use of our products is beyond the control of either the supplier or the manufacturer, the Company's obligation under a warranty claim shall be to re-supply any quantity of product which is proven defective. We may give a credit note maximum 1.5% for the base value of the defective product, but before that, the balance bill amount will have to be cleared fully, else interest will be payable as per payment terms.

    [I] The payments must be made/cleared bill-to-bill by the Customer.

    [J] In the event, when during the whole financial transactions, if remains unpaid partly or fully Trader/ Dealers/ Partners/Proprietor for any reason, for any of the bills then all credit notes issued in prior data will be cancelled, will become void/reversed against the outstanding amount, and the Trader/ Dealers/Partners/Proprietor shall be liable to make payment for the balance amount after adjustment of credit notes.

    [K] In the event of payment being due for the bill and GST amount being unpaid by 'The Customer' to the Company, a complaint will be filed to the tax authorities regarding non-payment of the GST amount.

    [L] If any party's cheque is returned, then Rs. 3000/- will be charged to the party towards cheque returned charges, which is not waivable if 3 consecutive cheques are returned. The details of the cheque will be uploaded on www.leganapp.com.

    [M] In case of a delay in payment for 180 days for any invoice, then we will file a complaint with the GST department under the appropriate act for the cancellation of your GST.

    [N] If you give a specific design order and do not take delivery of the whole material, then losses arising from the sale of such material must be borne by you.

18. Cancellation:

    [A] Cancellation of this Contract/Bill will only be agreed by the Company on the condition that all costs and expenses incurred by the Company up to the time of cancellation and all losses or damages resulting to the Company by reason of such cancellation will be paid by "the Customer" to the Company.

    [B] If you cancel your order after 7 Days from purchase, there will likely be a cancellation fee of 25% of the invoice value. This is because we will have incurred costs in getting your order ready for delivery. If, however, we find that your order has not been processed during this time, there will be NO charge.

19. Claims:

    [A] Any claims due to damages in transit must be claimed from the insurance company within 24 hours of delivery. The amount of the claim is decided by the Insurance Company. We are not liable for the amount of the Insurance claim.

    [B] Insurance expenses shall be covered and borne by "the Customer".

    [C] Any claim as to the condition of the Goods not apparent on visual inspection must be communicated in writing to the Company within 24 hours from the delivery of goods. After 24 hours, the Company will not entertain any complaints.

    [D] Subject to Terms, after 24 hours from delivery, the Customer is deemed to have accepted the Goods as having been supplied in good condition, and in accordance with the order.

    [E] Liability of the Company for the defective condition of any of the Goods supplied will not exceed the invoice value of the Goods in respect of which the complaint is made.

    [F] No claim may be made in respect of the defective condition of the Goods once they have been used by fixing to the wall/floor or by any attempt to fix the same to the wall/floor.

    [G] In the event that the Goods are not manufactured by the Company, then the Company gives no assurance, warranty, or guarantee whatsoever that the sale or use of the Goods will not infringe copyright, registered design, design copyright, or other intellectual property rights of any other person, firm, or company.

20. Override: The Company's terms and conditions override any conditions of Sale/Purchase of the customer. The Customer's Conditions are only effective insofar as they do not conflict with the Company's conditions.
21. Insolvency: If the customer shall become bankrupt or unable to pay its debts as prescribed by the Insolvency Act, or compound with its creditors, or in the event of a resolution being passed or proceedings commenced for the administration or liquidation of the Customer (other than for a voluntary winding up for the purpose of reconstruction or amalgamation), or if a Receiver, Manager, Administrator, or Administrative Receiver is appointed for all or any part of its assets or undertaking, the Company shall be entitled to cancel the contract in whole or in part by notice in writing without prejudice to any right or remedy accrued or accruing to the Company.
22. Dispute Settlement and Governing Law: In the event of any dispute, controversy, or claim arising out of or in connection with, or relating to the interpretation, performance, breach, or termination of the document incorporating this clause, the parties shall first attempt to resolve the matter through mandatory negotiation. Such negotiation shall be initiated via written communication by email from either party and shall be concluded within fifteen (15) days from the date of initiation. If the dispute is not resolved within the said period or is declared to have failed, it shall be finally and exclusively resolved through Online Dispute Resolution (ODR) by way of arbitration administered by Arco Dispute Resolution Private Limited ("Arbitration Center"), in accordance with its institutional rules and the applicable provisions of the Arbitration and Conciliation Act, 1996, as amended. The Arbitration Center shall appoint a sole arbitrator from its empaneled list, and such appointment shall be final and binding on both parties. The seat and legal venue of arbitration shall be Morbi, Gujarat, as determined by the sole arbitrator. However, the arbitration proceedings shall be conducted entirely in online mode, ensuring remote access and procedural efficiency, without the need for any physical presence. The arbitration shall be conducted through secure digital platforms, including but not limited to Jupitice, Zoom, Google Meet, or Microsoft Teams, and all filings, submissions, hearings, and communications shall be executed electronically. The proceedings shall be conducted in one of the following languages: English, Hindi, or Gujarati, as determined by the arbitrator. The arbitral award shall be final, binding, conclusive, and non-appealable to the fullest extent permitted by law. The losing party shall bear all costs associated with the dispute resolution process, including but not limited to arbitration fees, conciliation costs (if any), administrative charges, arbitrator's and conciliator's fees, digital platform or technology costs, and the legal expenses of the prevailing party. This clause shall be governed by the laws of India and subject to the exclusive jurisdiction of the courts at Morbi, Gujarat, for purposes of enforcement and any legally permitted challenge to the arbitral award.