Vendor Terms & Conditions

These Vendor Terms & Conditions (“Terms”) govern all services, deliverables, and engagements provided to Kaarnis by any vendor, supplier, contractor, or service provider (“Vendor”).

By providing services to Kaarnis and/or accepting payment from Kaarnis, the Vendor agrees to be legally bound by these Terms.

1. Scope of Services

The Vendor agrees to provide services and/or products (“Services”) as mutually agreed with Kaarnis.

The Vendor shall ensure that:

  • Services meet agreed specifications, standards, and timelines

  • Services are delivered with reasonable skill, care, and professionalism

  • Services comply with all applicable laws and regulations

2. Service Quality & Right to Recovery

Kaarnis reserves the absolute and unconditional right to recover payments made to the Vendor at any time if the Services are found to be:

  • Deficient

  • Inferior in quality

  • Unsatisfactory

  • Non-compliant with agreed requirements

This provision shall not apply where non-performance results directly from force majeure events, including but not limited to:

  • Acts of God

  • War

  • Government restrictions or curfews

3. Acceptance & Supremacy of Terms

Acceptance of payment from Kaarnis shall constitute full and unconditional acceptance of these Terms.

The Vendor expressly agrees that:

  • These Terms supersede any conflicting Vendor policies

  • Vendor-specific refund or limitation policies shall not apply

  • Any inconsistent Vendor terms shall be deemed void and unenforceable

4. Penalty & Liability for Loss

In the event of:

  • Inferior quality Services, or

  • Failure to provide Services after accepting payment

The Vendor shall be liable to:

  • Refund payments received along with 3% monthly interest

  • Compensate Kaarnis for direct financial losses or damages arising from such deficiency or non-performance

Kaarnis reserves the right to adjust, withhold, or recover such amounts from any pending or future payments.

5. Confidentiality

The Vendor shall maintain strict confidentiality regarding all non-public, proprietary, business, financial, operational, or technical information belonging to Kaarnis (“Confidential Information”).

The Vendor shall not:

  • Disclose Confidential Information to any third party

  • Use Confidential Information for any purpose beyond the scope of the engagement

This confidentiality obligation shall survive the termination or completion of Services.

6. Intellectual Property Ownership

Unless expressly agreed otherwise in writing:

  • All work products, deliverables, designs, documents, materials, developments, or outputs created for Kaarnis shall be the sole and exclusive property of Kaarnis.

  • The Vendor hereby assigns all rights, title, and interest in such intellectual property to Kaarnis upon creation.

The Vendor shall not claim ownership, usage rights, or reproduction rights over such materials.

7. Dispute Resolution & Jurisdiction

Any disputes arising out of or relating to Vendor engagements with Kaarnis shall be subject exclusively to the jurisdiction of the competent courts of:

Greater Noida, Gautam Budh Nagar, India

8. General Provisions

  • Kaarnis reserves the right to modify these Terms at any time.

  • Continued engagement or provision of Services shall constitute acceptance of the updated Terms.

  • If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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