1. Acceptance of Terms

By accessing or using the Shakti Enterprises website ("Website"), vendor/customer portal, or by entering into any commercial engagement with Shakti Enterprises — whether through a Purchase Order, Rate Contract, Work Order, Non-Disclosure Agreement, or any other written or verbal arrangement — you ("User", "Vendor", "Customer", or "Party") unconditionally agree to be bound by these Terms and Conditions ("Terms").

If you do not agree to these Terms, you must immediately cease accessing our website and portal and notify us in writing at info@shaktienterprises.in. Continued use after any revision constitutes acceptance of the updated Terms.

2. Definitions

3. Use of Website and Portal

3.1 Permitted Use

The Website and Portal are made available strictly for lawful B2B business purposes including:

• Submitting vendor registration enquiries or product/service quotations
• Downloading published product catalogues, capability statements, and quality certificates
• Tracking purchase orders, delivery schedules, and invoice status (authenticated users only)
• Submitting or downloading PPAP, FMEA, Control Plan, and similar quality documents
• General business communication and enquiry submission

3.2 Prohibited Activities

Users are expressly prohibited from:

• Scraping, crawling, or automated data extraction from the Website or Portal
• Reverse engineering any product specification, drawing, or technical document available on the Portal
• Using any portion of the Website for purposes other than legitimate B2B engagement with Shakti Enterprises
• Attempting to gain unauthorised access to any system, database, or account
• Uploading or transmitting malicious code, viruses, or any content that may disrupt systems
• Misrepresenting identity or company affiliation during vendor registration or Portal access
• Using the Website or Portal to defame, harass, or harm the Company or its associates

3.3 Account Credentials

Portal login credentials are issued on a named, non-transferable basis. Users are responsible for maintaining the confidentiality of their credentials.

Any suspected unauthorised use must be reported to info@shaktienterprises.in immediately.

Shakti Enterprises reserves the right to suspend or revoke access without notice upon breach of these Terms.

4. Intellectual Property Rights

All content on the Website and Portal — including but not limited to company name, logo, trademarks, product images, technical drawings, manufacturing processes, process know-how, engineering specifications, marketing materials, software code, databases, and documentation — constitutes Intellectual Property belonging to or licensed by Shakti Enterprises.

No User may reproduce, republish, distribute, display, modify, or commercially exploit any Intellectual Property without prior written consent from the Company's authorised signatory.

OEM-supplied drawings, specifications, or proprietary data remain the property of the respective OEM and shall be handled in accordance with the applicable NDA/confidentiality agreement.

Any joint development, tooling, or process improvement arising from a vendor-Company collaboration shall be governed by a separate written agreement specifying ownership and exploitation rights.

5. Confidentiality and Non-Disclosure

In the course of business engagement, both parties may disclose Confidential Information. Each party agrees to:

• Hold all Confidential Information in strict confidence using at least the same degree of care as it applies to its own confidential data, and no less than reasonable care
• Use Confidential Information solely for the purpose for which it was disclosed
• Disclose Confidential Information only to employees or contractors who need to know it and are bound by equivalent confidentiality obligations
• Not disclose Confidential Information to any third party without prior written consent

These obligations survive termination of any commercial relationship for a period of five (5) years unless a separate NDA specifies a different duration.

Confidential Information does not include information that (i) is or becomes publicly available through no fault of the receiving party, (ii) was rightfully known prior to disclosure, or (iii) is required to be disclosed by law or court order.

6. Vendor Registration and Engagement

6.1 Registration Requirements

Vendors seeking registration with Shakti Enterprises must provide accurate and complete documentation including:

• GST Registration Certificate and PAN Card
• MSME Registration Certificate (if applicable)
• Factory / Shops & Establishment Registration
• PF and ESIC registration certificates (for labour-supplying contractors)
• Bank account details verified by a cancelled cheque
• Quality certifications (IATF 16949, ISO 9001, or as specified by the applicable OEM)
• Completed Vendor Qualification Questionnaire as issued by Shakti Enterprises

6.2 Vendor Code of Conduct

All registered vendors are required to comply with the following standards:

• Maintain product quality as per agreed Acceptance Quality Limits (AQL) and Control Plans
• Provide PPAP documentation within agreed timelines for new parts or process changes
• Maintain on-time delivery performance of minimum 95% against scheduled call-offs
• Comply with applicable environmental, labour, health, and safety laws at all manufacturing locations
• Immediately notify Shakti Enterprises of any material change in ownership, management, financial standing, or manufacturing capability
• Not sub-contract approved supplies to unapproved third parties without prior written consent

6.3 Vendor Performance Review

Shakti Enterprises conducts periodic Vendor Performance Reviews. Vendors failing to meet agreed KPIs (Quality, Delivery, Price, Service) may be placed on a Corrective Action Plan (CAP), suspended from new business, or de-listed, at the Company's sole discretion.

Any de-listing decision shall be communicated in writing with a minimum notice period of 30 days.

7. Commercial Terms and Order Management

7.1 Purchase Orders

All procurement by Shakti Enterprises is governed by the terms stated in the Company's official Purchase Order (PO).

Vendor acceptance of a PO (by written confirmation or commencement of supply) constitutes a binding contract.

No verbal agreement or email exchange shall override the terms of an issued PO unless a formal amendment is executed in writing.

7.2 Pricing and Payment

Prices are firm as per the agreed Rate Contract or PO.

Price revisions require a minimum of 30 days' written notice and mutual written agreement.

Payment terms are as agreed in the Rate Contract. Standard terms are net 45 days from date of receipt of undisputed tax invoice, subject to GRN (Goods Receipt Note) generation.

TDS will be deducted at applicable rates under the Income Tax Act, 1961. Form 16A / 16B will be issued on request.

Late payment interest, if applicable, shall be governed by the MSMED Act, 2006 for MSME vendors at the rate of three times the bank rate notified by RBI.

7.3 Warranties and Defect Liability

All supplies shall conform to agreed drawings, specifications, and quality standards. In the event of non-conformance:

• The Company shall issue a Non-Conformance Report (NCR) within 5 business days of detection
• The Vendor shall submit a Root Cause Analysis (RCA) and 8D Report within 10 business days
• Non-conforming goods may be returned at the Vendor's cost or reworked/scrapped with recovery from outstanding payments

Warranty period for supplied goods: 12 months from date of supply to Company or end-customer warranty obligation, whichever is longer.

7.4 Tooling and Assets

Tooling, gauges, fixtures, or dies procured by Shakti Enterprises or its OEM customers and placed at a vendor's facility remain the property of the Company or OEM.

Such assets shall be maintained, insured, and returned upon request.

Unauthorised use, disposal, or modification is prohibited and may attract legal liability.

8. Limitation of Liability

To the maximum extent permitted by applicable law:

• Shakti Enterprises shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of use of the Website, Portal, or any commercial transaction.
• The Company's total aggregate liability to any Vendor or Customer in connection with any claim arising under these Terms shall not exceed the value of the specific Purchase Order or transaction giving rise to the claim.
• Product liability claims arising from defects attributable to Vendor-supplied materials or components shall be borne by the Vendor to the extent of such attribution, as determined by a mutually agreed failure analysis or OEM directive.

Shakti Enterprises provides no warranties regarding the accuracy or completeness of product catalogue information on the Website.

All technical specifications are subject to confirmation via formal drawings and PO terms.

9. Force Majeure

Neither party shall be liable for delay or failure in performance to the extent caused by events beyond reasonable control, including but not limited to acts of God, war, riot, pandemic, government regulation, industrial dispute (other than involving the affected party's own workforce), or infrastructure failure.

The affected party must: (i) notify the other party in writing within 5 business days of occurrence; (ii) take all reasonable steps to mitigate the impact; and (iii) resume performance as soon as practicable.

If a Force Majeure event continues for more than 60 consecutive days, either party may terminate the affected order or agreement by giving 15 days' written notice without further liability.

10. Indemnification

You agree to indemnify, defend, and hold harmless Shakti Enterprises, its partners, directors, employees, and agents from and against any claims, damages, fines, penalties, or legal expenses arising from:

• Your breach of these Terms or any applicable law
• Supply of non-conforming, defective, or unsafe goods or services
• Infringement of any third-party intellectual property rights through your goods or processes
• Misrepresentation of credentials, certifications, or compliance status during vendor registration
• Unauthorised access to or misuse of the Company's Website, Portal, or digital systems

11. Termination

11.1 Termination for Convenience

Either party may terminate a Rate Contract or framework agreement by giving 30 days' written notice.

Outstanding POs confirmed prior to notice shall be fulfilled to completion unless otherwise agreed.

11.2 Termination for Cause

Shakti Enterprises may terminate a vendor registration, suspend Portal access, or cancel outstanding POs with immediate effect upon:

• Material breach of these Terms, a PO, or any quality agreement, where such breach is not cured within 15 days of written notice
• Insolvency, liquidation, or appointment of a receiver over the Vendor's assets
• Fraudulent misrepresentation, corruption, or bribery in dealings with the Company or its OEM customers
• Repeated quality failures resulting in three or more NCRs in any 6-month period
• Failure to maintain mandatory statutory registrations (GST, PF, ESIC, Factory Licence)

12. Grievance and Dispute Resolution

12.1 Grievance Redressal (IT Act, 2000 — Section 79)

For complaints arising out of use of the Website or Portal, please contact:

12.2 Commercial Disputes — Amicable Resolution

Disputes arising from commercial transactions shall first be referred to the senior management of both parties for good-faith resolution.

Either party may initiate this process by sending a written notice of dispute.

Parties shall meet (in person or virtually) within 15 business days of such notice and attempt resolution within 30 days.

12.3 Arbitration

If amicable resolution fails, all disputes shall be finally resolved by binding arbitration under the Arbitration and Conciliation Act, 1996 (as amended).

The arbitration shall be:

• Conducted by a sole arbitrator mutually agreed upon by both parties, or appointed by a Mumbai-based institution in the absence of agreement
• Held at Mumbai, Maharashtra, India
• Conducted in the English language
• Governed exclusively by Indian law

The arbitral award shall be final and binding. Each party shall bear its own costs unless the arbitrator directs otherwise.

12.4 Governing Law and Courts

These Terms are governed by the laws of the Republic of India.

Subject to the arbitration clause above, the parties submit to the exclusive jurisdiction of the courts in Mumbai, Maharashtra, India.

13. Amendments to These Terms

Shakti Enterprises reserves the right to revise these Terms at any time.

Revisions will be posted on the Website with an updated effective date.

For registered vendors and portal users, email notice will be provided for material changes.

Continued use of the Website, Portal, or engagement in new commercial transactions after the effective date of a revision constitutes acceptance of the revised Terms.

14. Severability and Waiver

If any provision of these Terms is found to be invalid, unlawful, or unenforceable by a court of competent jurisdiction, such provision shall be severed and the remaining provisions shall continue in full force and effect.

A party's failure to enforce any right or provision shall not constitute a waiver of future enforcement.

15. Entire Agreement

These Terms, together with any applicable Purchase Order, Rate Contract, NDA, or Quality Agreement executed between the parties, constitute the entire agreement between the parties with respect to the subject matter herein, and supersede all prior oral or written representations, negotiations, or understandings.

In case of conflict, specific commercial agreements shall prevail over these general Terms to the extent of the conflict.