Definitions & Interpretation
Unless otherwise defined, the definitions and provisions in respect of
interpretation set out in Schedule 1 will apply to these Terms & Conditions of
Purchase of Products
2.1 Your compliance: You agree to comply with any and all the guidelines,
notices, operating rules and policies and instructions pertaining to the
purchase of Products through the Platform, as well as any amendments to
the aforementioned, issued by www.mifo.in (whether as part of use of the
Platform or in relation to the purchase of Products, on behalf of Seller), from
time to time. www.mifo.in reserves the right to revise these guidelines,
notices, operating rules and policies and instructions at any time and you
are deemed to be aware of and bound by any changes to the foregoing
upon their publication on the Platform.
2.3 Sellers: Products are sold by “Sellers”. www.mifo.in may be a “Seller” for
selected Products. “Seller” may also refer to a party other than www.mifo.in
(such party referred to in these Terms & Conditions of Sale as a “Third Party
Vendor”). Whether a particular Product is listed for sale on the Platform by
www.mifo.in or a Third Party Vendor may be stated on the webpage listing
that Product. Products sold to you by Sellers will be governed by individual
Customer Contracts (more details below in Clause 2.6) which:
2.3.1 For Products sold by Third Party Vendors, shall be agreements entered into directly
and only between the Third Party Vendor and you
2.3.2 For Products sold by www.mifo.in, shall be agreements entered into directly and
only between www.mifo.in and you.
2.4 Placing your Order: You may place an Order by completing the Order
form on the Platform and clicking on the “Place my Order” button. Seller
will not accept Orders placed in any other manner. You shall be responsible
for ensuring the accuracy of the Order.
2.5 Orders are irrevocable and unconditional: All Orders will be deemed to
be irrevocable and unconditional upon transmission through the Platform
and Seller shall be entitled (but not obliged) to process such Order(s)
without your further consent and without any further reference or notice to
you. Nevertheless, in certain circumstances as stated in Clause 8, you may
request to cancel or amend the Order which Seller will endeavor to give
effect to on a commercially reasonable effort basis. However,
notwithstanding the foregoing, Seller is not obliged to give effect to any
request to cancel or amend any Order.
2.6 Seller’s reservation of rights in respect of Orders: All Orders shall be
subject to Seller’s acceptance in its sole discretion and each Order accepted
by Seller (such accepted Order to be referred to as a “Customer Contract”)
shall constitute a separate contract. You acknowledge that unless you
receive a notice from Seller accepting your Order, Seller shall not be party to
any legally binding agreements or promises made between Seller and you
for the sale or other dealings with the Product(s) and accordingly Seller
shall not be liable for any Losses which may be incurred as a result. For the
avoidance of doubt, Seller reserves the right to decline to process or accept
any Order received from or through the Platform in its absolute discretion.
2.7 Termination by Seller in the event of pricing error: Seller reserves the
right to terminate the Customer Contract, in the event that a Product has
been mispriced on the Platform, in which event www.mifo.in shall, on
behalf of Seller, notify you of such cancellation by giving three days’ notice.
Seller shall have such right to terminate such Customer Contract whether
or not Products have been dispatched or are in transit and whether
payment has been charged to you.
2.8 Product Warranty: The warranties with respect to a Product (“Product
Warranty”) sold under a Customer Contract shall be as stated by Seller via
the Platform, under the “Specifications” tab in the fields “Warranty Type”
and “Warranty Period” for the relevant Product, and shall be limited by the
terms and conditions therein. The warranties and conditions, remedies for
breach of warranty or condition, or other terms stated in the Product
Warranty are, unless expressly prohibited by applicable mandatory law, in
lieu of all other terms, warranties and conditions, whether expressed or
implied, statutory or otherwise. Except as expressly provided in such
Product Warranty, Seller excludes (unless expressly prohibited by applicable
mandatory law) all other express or implied terms, warranties or conditions
with respect to the Products supplied.
2.9 Customer’s acknowledgement: You acknowledge and warrant that you
have not relied on any term, condition, warranty, undertaking, inducement
or representation made by or on behalf of Seller which has not been stated
expressly in a Customer Contract or upon any descriptions or illustrations or
specifications contained in any document including any catalogues or
publicity material produced by either www.mifo.in or Seller. You also
acknowledge and agree that the exclusion of warranties, exclusion of
liability and exclusion of remedies in these Terms & Conditions of Sale and
Customer Contracts allocate risks between the parties and permit Seller to
provide the Products at lower fees or prices than Seller otherwise could and
you agree that such exclusions on liability are reasonable.
2.10 No representations or warranties: Without prejudice to the generality of
the foregoing Clause 2.9:
2.10.1 no condition is made or to be implied nor is any warranty given or to be implied as
to the life or wear of the Products supplied or that they will be suitable for any particular
purpose or use under any specific conditions, notwithstanding that such purpose or
conditions may be known or made known to Seller
2.10.2 Seller binds itself only to deliver Products in accordance with the general
description under which they were sold, whether or not any special or particular
description shall have been given or shall be implied by law. Any such special or
particular description shall be taken only as the expression of Seller's opinion in that
behalf. Neither www.mifo.in nor Seller gives any warranty as to the quality, state,
condition or fitness of the Products
2.10.3 www.mifo.in shall be under no liability for the following measures and actions taken by the Customer or third parties and the consequences thereof: improper remedy of defects, alteration of the Products without the prior agreement of www.mifo.in, addition and insertion of parts, in particular of spare parts which do not come from www.mifo.in
2.10.4 Seller shall be under no liability in respect of any defect arising from unsuitable or improper use, defective installation or commissioning by the Customer or third parties, fair wear and tear, willful damage, negligence, abnormal working conditions, defective or negligent handling, improper maintenance, excessive load, unsuitable operating materials and replacement materials, poor work, unsuitable foundation, chemical, electro- technical/electronic or electric influences, the Customer or third parties’ failure to follow www.mifo.in instructions (whether oral or in writing) misuse or alteration or repair of the Products without www.mifo.in approval
2.10.5 Seller is not liable for any Losses suffered by any third party directly or indirectly
caused by repairs or remedial work carried out without www.mifo.in prior written
approval and the Customer shall indemnify Seller against all Losses arising out of such claims
2.10.6 Seller shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the total price for the Products has not been paid in cleared funds by the due date for payment; and
2.10.7 Seller shall be under no liability whatsoever in respect of any defect in the
Products arising after the expiry of the applicable Product Warranty, if any.
2.11 Intellectual Property:
2.11.1 Unless the prior written consent of www.mifo.in has been obtained, the Customer shall not remove or alter the trademarks, logos, copyright notices, serial numbers, labels, tags or other identifying marks, symbols or legends affixed to any Products.
2.11.2 Where software applications, drivers or other computer programs and/or all other design details, technical handbooks or manuals, drawing or other data (all collectively referred to as “Product Materials”) are supplied to the Customer by Seller in connection with the Order, the use and retention of the Product Materials are subject to the terms and conditions of license or use (such as end-user licenses, restrictions or conditions of use) as may be prescribed by Seller or its licensors and must not be used other than strictly in accordance with such terms and conditions.
2.11.3 The Customer agrees and acknowledges that the Product Materials shall remain the property of Seller or its licensors. The Customer further agrees that any and all Intellectual Property embodied in or relating to the Product Materials shall remain the sole and exclusive property of Seller or its licensors. Unless otherwise expressly provided in the Order or the prior written consent of www.mifo.in has been obtained, the Customer undertakes to return the Product Materials and/or any copies thereof upon www.mifo.in‘s request.
Delivery of Products
3.1 Address: Delivery of the Products shall be made to the address you
specify in your Order either by Seller or by www.mifo.in (or its agents) on
behalf of Seller.
3.2 Delivery & packing charges: Delivery and packing charges shall be as set
out in the Order.
3.3 Tracking: You may track the status of the delivery at the “Order Tracking”
page of the Platform.
3.4 Delivery timeframe: You acknowledge that delivery of the Products is
subject to availability of the Products. Seller will make every reasonable
effort to deliver the Product to you within the delivery timeframe stated on
the relevant page on which the Product is listed, but you acknowledge that
while stock information on the Platform is updated regularly, it is possible
that in some instances a Product may become unavailable between
updates. All delivery timeframes given are estimates only and delays can
occur. If the delivery of your Product is delayed Seller will inform you
accordingly via e-mail and your Product will be dispatched as soon as it
becomes available to Seller. The time for delivery shall not be of the essence,
and Seller (nor any of its agents) shall not be liable for any delay in delivery
3.5 Deemed receipt: In the event you do not receive the Product by the
projected delivery date and provided that you inform www.mifo.in within 3
days immediately from such projected delivery date, Seller will try, to the
best of Seller’s ability, to locate and deliver the Product. If www.mifo.in does
not hear from you within 3 days from such projected delivery date, you shall
be deemed to have received the Product.
3.6 Voucher from www.mifo.in: If there is a delay in delivery of the Products,
www.mifo.in may in its sole discretion offer a Voucher to the Customer.
Upon the acceptance of a Voucher by the Customer, the Customer shall
have no further claim against Seller.
3.7 Customer’s failure to take delivery: If the Customer fails to take delivery
of the Products (otherwise than by reason of any cause beyond the
Customer's reasonable control or by reason of Seller’s fault) then without
prejudice to any other right or remedy available to Seller, Seller may
terminate the Customer Contract.
Prices of Products
4.1 Listing Price: The price of the Products payable by a Customer shall be
the Listing Price at the time at which the Order placed by the Customer is
transmitted to Seller (through the Platform).
4.2 Taxes: All Listing Prices are subject to taxes, unless otherwise stated.
Seller reserves the right to amend the Listing Prices at any time without
giving any reason or prior notice.
5.1 General: You may pay for the Product using any of the payment
methods prescribed by www.mifo.in from time to time. When you place an
Order, actual payment will be only charged upon Seller’s acceptance of
your Order and formation of a Customer Contract. All payments shall be
made to www.mifo.in, either accepting payment in its own right or as
Seller’s agent (where Seller is a Third-Party Vendor). You acknowledge that
www.mifo.in is entitled to collect payments from you on behalf of Third
5.2 Additional terms: The payment methods may be subject to additional
terms as prescribed by www.mifo.in from time to time.
5.3 Payment methods: You agree that you are subject to the applicable user
agreement of your payment method. You may not claim against Seller or
any of its agents (which may include www.mifo.in), for any failure, disruption
or error in connection with your chosen payment method. www.mifo.in
reserves the right at any time to modify or discontinue, temporarily or
permanently, any payment method without notice to you or giving any
5.4 Payment by Voucher: If you use a Voucher, the Voucher Terms &
Conditions as set out at http://www.mifo.in/voucher-terms-of-use/ would
5.5 Invoicing: Seller may invoice you upon the due date of any payment
under a Customer Contract.
5.6 Failure to pay: If the Customer fails to make any payment pursuant to
the terms and conditions of the payment method elected or payment is
cancelled for any reason whatsoever, then without prejudice to any other
right or remedy available to Seller, Seller shall be entitled to cancel the
Customer Contract or suspend delivery of the Products until payment is
made in full
5.7 Refund of Payment:
All refunds shall be made via the original payment mechanism and
to the person who made the original payment, except for Cash on
Delivery, where refunds will be made via bank transfer into the
individual’s bank account provided that complete and accurate bank
account details are provided to us.
We offer no guarantee of any nature for the timeliness of the refunds
reaching your account. The processing of payment may take time
and it is subject to the respective banks and/or payment provider
internal processing timeline.
All costs associated with the refund process imposed by the
processing bank and/or payment provider shall be borne by
All refunds are conditional upon our acceptance of a valid return of
We reserve the right to modify the mechanism of processing refunds
at any time without notice.
Questions and complaints
Welcome to the www.mifo.in website. Please read these terms and
of the Platform (defined below) and the use of the Services. By accessing
the Platform and/or using the Services, you agree to be bound by these
and/or use this Platform or the Services.
Risk and property of the Goods
7.1 Risk of damage to or loss of the Goods shall pass to the Buyer at the time
of delivery or if the Buyer wrongfully fails to take delivery of the Goods, the
time when www.mifo.in has tendered delivery of the Goods.
7.2 Notwithstanding delivery and the passing of risk in the Goods or any
other provision of these Conditions the property in the Goods shall not pass
to the Buyer until www.mifo.in has received in cash or cleared funds
payment in full of the price of the Goods and all other goods agreed to be
sold by www.mifo.in to the Buyer for which payment is then due.
7.3 The Buyer agrees with www.mifo.in that the Buyer shall immediately
notify www.mifo.in of any matter from time to time affecting www.mifo.in’s
title to the Goods and the Buyer shall provide www.mifo.in with any
information relating to the Goods as www.mifo.in may require from time to
7.4 Until such time as the property in the Goods passes to the Buyer (and
provided the Goods are still in existence and have not been resold)
www.mifo.in shall be entitled at any time to demand the Buyer to deliver
up the Goods to www.mifo.in and in the event of non-compliance
www.mifo.in reserves it’s right to take legal action against the Buyer for the
delivery of the Goods and also reserves its right to seek damages and all
other costs including but not limited to legal fees against the Buyer.
7.5 The Buyer shall not be entitled to pledge or in any way charge by way of
security for any indebtedness any of the Goods which remain the property
of www.mifo.in but if the Buyer does so all moneys owing by the Buyer to
www.mifo.in shall (without prejudice to any other right or remedy of
www.mifo.in) forthwith become due and payable.
7.6 If the provisions in this Condition 9 are not effective according to the law
of the country in which the Goods are located, the legal concept closest in
nature to retention of title in that country shall be deemed to apply mutatis
mutandis to give effect to the underlying intent expressed in this condition,
and the Buyer shall take all steps necessary to give effect to the same.
7.7 The Buyer shall indemnify www.mifo.in against all loss damages costs
expenses and legal fees incurred by the Buyer in connection with the
assertion and enforcement of www.mifo.in’s rights under this condition.
LIMITATION OF LIABILITY
8.1 SOLE REMEDIES OF CUSTOMER: THE REMEDIES SET OUT IN CLAUSE 6
ARE THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDIES FOR NON-
CONFORMITY OF OR DEFECTS IN THE PRODUCTS.
8.2 MAXIMUM LIABILITY: NOTWITHSTANDING ANY OTHER PROVISION OF
THESE TERMS & CONDITIONS OF SALE, SELLER’S MAXIMUM CUMULATIVE
LIABILITY TO YOU OR TO ANY OTHER PARTY FOR ALL LOSSES UNDER,
ARISING OUT OF OR RELATING TO THE SALE OF PRODUCTS UNDER EACH
CUSTOMER CONTRACT, WILL NOT EXCEED THE SUMS THAT YOU HAVE
PAID TO SELLER UNDER SUCH CUSTOMER CONTRACT.
8.3 EXCLUSION OF LIABILITY: WWW.MIFO.IN INDEMNITEES SHALL NOT BE
LIABLE TO YOU FOR ANY LOSSES WHATSOEVER OR HOWSOEVER
CAUSED (REGARDLESS OF THE FORM OF ACTION) ARISING DIRECTLY OR
INDIRECTLY IN CONNECTION WITH: (I) AMOUNTS DUE FROM OTHER
USERS OF THE PLATFORM IN CONNECTION WITH THE PURCHASE OF ANY
PRODUCT; (II) THE SALE OF THE PRODUCTS TO YOU, OR ITS USE OR
RESALE BY YOU; AND (III) ANY DEFECT ARISING FROM FAIR WEAR AND
TEAR, WILFUL DAMAGE, MISUSE, NEGLIGENCE, ACCIDENT, ABNORMAL
STORAGE AND OR WORKING CONDITIONS, ALTERATION OR
MODIFICATION OF THE PRODUCTS OR FAILURE TO COMPLY WITH
SELLER’S INSTRUCTIONS ON THE USE OF THE PRODUCTS (WHETHER
ORAL OR WRITTEN).
9.1 References to “www.mifo.in”: References to “www.mifo.in” in these Terms
and Conditions of Sale apply both to www.mifo.in‘s actions on its own
behalf as Seller and/or as the operator of the Platform or as the agent of
Third Party Vendors as Sellers in respect of each and every Customer
9.2 Right to subcontract: Third Party Vendors shall be entitled to delegate
and/or subcontract any rights or obligations under these Terms &
Conditions of Sale to www.mifo.in or any of www.mifo.in’s designated
service providers, subcontractors and/or agents.
9.3 Cumulative rights and remedies: Unless otherwise provided under these
Terms & Conditions of Sale, the provisions of these Terms & Conditions of
Sale and Seller’s rights and remedies under these Terms & Conditions of
Sale are cumulative and are without prejudice and in addition to any rights
or remedies Seller may have in law or in equity, and no exercise by Seller of
any one right or remedy under these Terms & Conditions of Sale, or at law
or in equity, shall (save to the extent, if any, provided expressly in these
Terms & Conditions of Sale or at law or in equity) operate so as to hinder or
prevent Seller’s exercise of any other such right or remedy as at law or in
9.4 No waiver: Seller’s failure to enforce these Terms & Conditions of Sale
shall not constitute a waiver of these terms, and such failure shall not affect
the right later to enforce these Terms & Conditions of Sale. Seller would still
be entitled to use its rights and remedies in any other situation where you
breach these Terms & Conditions of Sale.
9.5 Severability: If at any time any provision of these Terms & Conditions of
Sale shall be or shall become illegal, invalid or unenforceable in any respect,
the legality, validity and enforceability of the remaining provisions of this
Agreement shall not be affected or impaired thereby, and shall continue in
force as if such illegal, invalid or unenforceable provision was severed from
these Terms & Conditions of Sale.
9.6 Rights of third parties: A person or entity who is not a party to these
Terms & Conditions of Sale shall have no right under the Contracts (Rights
of Third Parties) Act, Chapter 53B of Singapore or any similar legislation in
any jurisdiction to enforce any term of these Terms & Conditions of Sale,
regardless of whether such person or entity has been identified by name, as
a member of a class or as answering a particular description. For the
avoidance of doubt, nothing in this Clause shall affect the rights of any
permitted assignee or transferee of these Terms & Conditions of Sale.
9.7 Governing law: These Terms & Conditions of Sale shall be governed by,
and construed in accordance with the laws of India and you hereby submit
to the exclusive jurisdiction of the Mumbai courts.
9.8 Except as provided for in Clause 9.7, any dispute, controversy or claim
arising out of or relating to this contract, or the breach, termination or
invalidity thereof shall be settled by arbitration in accordance with the Rules
for Arbitration of the Singapore International Arbitration Centre (SIAC). The
arbitral tribunal shall consist of a sole arbitrator, to be appointed by the
Chairman of the SIAC. The place of arbitration shall be Singapore. Any
award by the arbitration tribunal shall be final and binding upon the parties.
9.9 Injunctive relief: Seller may seek immediate injunctive relief if Seller
makes a good faith determination that a breach or non-performance is
such that a temporary restraining order or other immediate injunctive relief
is the only appropriate or adequate remedy.
9.10 Amendments: Seller may by notice issued jointly with www.mifo.in
through the Platform or by such other method of notification as Seller may
designate solely through www.mifo.in (which may include notification by
way of e-mail), vary the terms and conditions of these Terms & Conditions of
Sale, such variation to take effect on the date Seller specifies through the
above means. If you use the Platform or the Services after such date, you
are deemed to have accepted such variation. If you do not accept the
variation, you must stop access or using the Platform and the Services and
terminate these Terms & Conditions of Sale. Seller’s right to vary these
Terms & Conditions of Sale in the manner aforesaid will be exercised with
the joint involvement of www.mifo.in (either via the Portal or such other
means as www.mifo.in prescribes) and subject to the foregoing, may be
exercised without the consent of any person or entity who is not a party to
these Terms & Conditions of Sale. The version of Terms & Conditions of Sale
applicable to any particular Order is the latest version in force.
9.11 Correction of errors: Any typographical, clerical or other error or
omission in any acceptance, invoice or other document on Seller’s part shall
be subject to correction without any liability on Seller’s part.
9.12 Currency: Money references under these Terms & Conditions of Sale
shall be in Indian Rupees
9.13 Language: In the event that these Terms & Conditions of Sale is
executed or translated in any language other than English (“Foreign
Language Version”), the English language version of these Terms &
Conditions of Sale shall govern and shall take precedence over the Foreign
9.14 Entire agreement: These Terms & Conditions of Sale shall constitute the
entire agreement between you and Seller relating to the subject matter
hereof and supersedes and replaces in full all prior understandings,
communications and agreements with respect to the subject matter
9.15 Binding and conclusive: You acknowledge and agree that any records
(including records of any telephone conversations relating to the Services, if
any) maintained by Seller or its service providers relating to or in connection
with the Platform and Services shall be binding and conclusive on you for
all purposes whatsoever and shall be conclusive evidence of any
information and/or data transmitted between Seller and you. You hereby
agree that all such records are admissible in evidence and that you shall not
challenge or dispute the admissibility, reliability, accuracy or the
authenticity of such records merely on the basis that such records are in
electronic form or are the output of a computer system, and you hereby
waive any of your rights, if any, to so object.
9.16 Subcontracting and delegation: www.mifo.in reserves the right to
delegate or subcontract the performance of any of its functions in
connection with the performance of its obligations under these Terms &
Conditions of Sale and reserves the right to use any service providers,
subcontractors and/or agents on such terms as www.mifo.in deems
9.17 Assignment: You may not assign your rights under these Terms &
Conditions of Sale without Seller’s prior written consent. Seller may assign
its rights under these Terms & Conditions of Sale to any third party.
9.18 Force Majeure: Neither www.mifo.in nor Seller shall be liable for non-
performance, error, interruption or delay in the performance of its
obligations under these Terms & Conditions of Sale (or any part thereof) or
for any inaccuracy, unreliability or unsuitability of the Platform's and/or
Services’ contents if this is due, in whole or in part, directly or indirectly to an
event or failure which is beyond www.mifo.in‘s or Seller’s reasonable control.
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