Clear terms, paid on time.

Last updated 16 October 2026

1. Scope

These Vendor Terms apply to every purchase of goods or services by INDO CHATS PRIVATE LIMITED (“we”) from a supplier (“you”). A signed contract or a purchase order may add to them; where they differ, the signed contract wins, then the purchase order, then these terms.

Your own terms on quotations, invoices or websites do not apply unless we sign them.

2. Registration and checks

• Register at indoemail.in/supplier-register and keep your details up to date.
• We verify PAN, GSTIN and Udyam details and may ask for more documents.
• We may refuse or end a registration if details are false or if you breach the Supplier Code of Conduct.

3. Orders

• Work starts only after a written purchase order (PO) from procurement@indoemail.in or a signed contract.
• Accept or reject a PO within 3 working days. Silence and starting work both mean acceptance.
• Changes to price, quantity or delivery need a revised PO.

4. Invoices and tax

• Send a tax invoice that complies with the CGST Act, 2017 and its Rules, quotes the PO number and our GSTIN, and goes to billing@indoemail.in.
• If your turnover requires e-invoicing, include the IRN and QR code; we cannot pay invoices without them.
• We deduct tax at source as the income-tax law requires and issue TDS certificates on time.
• File your GST returns on time so the tax appears in our records; we may hold the GST part of a payment until it does.

5. Payment

• We pay correct, undisputed invoices within 30 days of receipt, unless the contract says otherwise.
• Micro and small enterprises registered under the MSMED Act, 2006 are paid within the agreed period, which is never more than 45 days from acceptance (section 15). Late payment carries the interest set by section 16.
• We pay by bank transfer to the account in your registration only. We never change bank details because of an email; changes need a signed letter and a call-back check.
• We tell you within 15 days if we dispute an invoice, and pay the undisputed part.

6. Delivery and acceptance

• Deliver on time, at the place and in the way the PO says.
• Tell us at once if you expect a delay.
• We accept goods or services after checking them against the PO; we may reject what does not match, at your cost.

7. Quality and warranties

• Goods are new, fit for purpose, safe and as described, with any BIS certification the law requires.
• Services are performed with care and skill by qualified people.
• Unless the contract says otherwise, you fix defects found within 12 months of acceptance free of charge.

8. Intellectual property

• Work created specially for us belongs to INDO CHATS PRIVATE LIMITED once paid for, and you assign all rights to us under section 18 of the Copyright Act, 1957.
• You keep rights in your existing tools and give us a licence to use them as part of the work.
• You confirm that what you deliver does not infringe anyone’s rights and tell us about all open-source parts and their licences.

9. Confidentiality

Keep our information, and our users’ information, confidential during the work and for five years after — and personal data and security information for ever. Use it only for the work. Return or delete it when the work ends.

10. Personal data

• If you process personal data for us, you are our Data Processor under the Digital Personal Data Protection Act, 2023. You act only on our written instructions and sign our data processing terms before you start.
• You keep the data in India unless we agree otherwise in writing.
• You apply reasonable security safeguards, let only trained people access data, and delete it when the work ends.
• You never use our users’ data for your own purposes, for advertising or to train AI models.

11. Security and incidents

• Use strong passwords and 2-Step Verification on any account that touches our systems, patch software, and give access only to people who need it.
• Tell security@indoemail.in at once, and in any case within 6 hours, of any suspected security incident affecting our data or systems, so we can meet CERT-In’s 6-hour reporting direction.
• Keep logs for 180 days and help us investigate.

12. Ethics and law

• Follow the Supplier Code of Conduct and all laws that apply to you, including labour, tax, environmental and anti-corruption laws.
• No bribes, kickbacks or gifts to our staff. Under the Prevention of Corruption Act, 1988, giving a bribe is an offence.
• Declare any conflict of interest.

13. Subcontracting

Do not subcontract any part of the work without our written consent. You remain responsible for your subcontractors.

14. Liability and insurance

• You are liable for loss caused by your breach, negligence or wilful misconduct, and you indemnify us against third-party claims arising from them, including infringement claims.
• Neither side is liable for indirect or consequential loss, except for breaches of confidentiality, data protection or intellectual property.
• Keep insurance suitable for the work, such as professional indemnity or cyber insurance, and show proof on request.

15. Ending the relationship

• Either side may end a contract with 30 days’ written notice, unless the contract says otherwise.
• We may end it at once for serious breach, fraud, insolvency or a breach of the Supplier Code of Conduct.
• On termination we pay for accepted work done; you return our property and data.

16. Events beyond control

Neither side is liable for delay caused by events beyond reasonable control, such as natural disasters, war or government action, if it tells the other side promptly and tries to limit the effect. Either side may end the order if the event lasts more than 30 days.

17. Law and disputes

• These terms are governed by the laws of India.
• We first try to settle disputes by talking, within 30 days.
• If that fails, disputes go to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996, seated in Kolkata, in English. MSMEs may also use the Micro and Small Enterprises Facilitation Council under section 18 of the MSMED Act.
• Subject to that, courts in Kolkata have jurisdiction.

18. Changes and contact

We may update these terms for future orders and will post the date of change on this page. Questions: procurement@indoemail.in. Notices: legal@indoemail.in, INDO CHATS PRIVATE LIMITED, 168, GT Rd, near Aloka Cinema, Shibpur, Howrah, West Bengal 711102, India.