Terms & Conditions

1Company Information

These Terms & Conditions govern all business transactions between the client ("Buyer") and Vadalo Ventures Private Limited, a company incorporated under the Companies Act 2013 and registered in India.

2Acceptance of Terms

By placing an order, sending an enquiry, making a payment, or using our website at www.vadalobags.com, you confirm that you have read, understood, and agreed to these Terms & Conditions in full.

These Terms apply to all transactions — domestic Indian buyers and international export buyers — unless a separate written contract has been signed, in which case that contract supersedes these Terms.

3Orders & Contracts

• All orders are subject to written confirmation from Vadalo Ventures via email or WhatsApp.
• An order is confirmed only upon receipt of advance payment as per agreed terms.
• Verbal commitments, informal messages, or website enquiry submissions do not constitute a binding contract until confirmed in writing by our team.
• We reserve the right to decline any order at our sole discretion, with full refund of any advance received.
• Order specifications (size, material, colour, quantity, print design) once confirmed and production started cannot be changed without additional cost and timeline implications.

4Pricing & Payment

• All prices are quoted in the agreed currency (USD / EUR / GBP / INR) and are valid for 15 days from the date of quotation unless stated otherwise.
• Standard payment terms: 50% advance before production, 50% before shipment. Variations may be agreed in writing.
• For domestic India orders, GST is applicable at the prevailing rate and will be added to the invoice.
• For export orders, prices are typically quoted FOB Kolkata. CIF/C&F pricing available on request.
• Payments by bank transfer (TT/SWIFT), NEFT/RTGS, or other agreed modes. All bank charges are to be borne by the Buyer.
• In case of delayed payment, we reserve the right to hold shipment and charge interest at 2% per month on outstanding amounts.

5Samples & Approvals

Please also refer to our detailed Sampling Policy.

• Bulk production commences only after the Buyer approves the physical pre-production sample in writing.
• Sample approval constitutes the Buyer's acceptance of all product specifications (material, size, colour, print, stitching, handles etc.).
• Any post-approval change requests may result in additional cost and extended lead time.
• Sample costs are payable in advance and are adjustable against the bulk order upon confirmation.
• Vadalo Ventures is not liable for any difference between digital mockups/renderings and physical products — physical sample approval is the final standard.

6Production & Lead Time

• Lead times are approximate and begin from the date of sample approval AND advance payment receipt.
• Indicative lead times: plain bags 15–25 days; printed bags 20–35 days; embroidered/multi-feature bags 30–45 days.
• Vadalo Ventures shall not be held liable for delays caused by force majeure events including natural disasters, strikes, government actions, shipping delays, or other circumstances beyond our reasonable control.
• We will proactively communicate any production delay as soon as it is identified.

7Shipping & Delivery

• Risk of loss/damage passes to the Buyer at the point of delivery agreed in the quotation (typically FOB Kolkata port for exports).
• Vadalo Ventures will provide all standard export documentation: commercial invoice, packing list, bill of lading, certificate of origin, and any other documents specifically requested.
• Import duties, customs clearance fees, and local taxes in the destination country are entirely the Buyer's responsibility.
• Shipping insurance is recommended and can be arranged on request (cost to buyer).
• For domestic India deliveries, risk passes on dispatch from our Kolkata facility.

8Quality & Defects

• All products are manufactured to the specifications confirmed in the approved sample and order confirmation.
• An acceptable tolerance of ±3% variance in dimensions and ±5% in quantity is standard in textile manufacturing and applies to all orders.
• Claims for defective goods must be submitted in writing with photographic evidence within 7 days of delivery.
• Claims submitted after 7 days of delivery will not be entertained.
• Upon valid defect claim, Vadalo Ventures will offer replacement, credit note, or partial refund at our discretion.
• Defects caused by misuse, incorrect storage, improper washing, or normal wear and tear are not covered.

9Returns & Cancellations

• As products are custom-manufactured to order, cancellations are not accepted once production has commenced.
• Pre-production cancellations (before manufacturing starts) may be accommodated — the advance payment will be refunded minus any sampling, design, or material costs incurred.
• Returns of non-defective goods are not accepted.
• For defective goods, returns must be agreed in advance in writing. Return shipping cost is the Buyer's responsibility unless otherwise agreed.

10Intellectual Property

• All logos, artwork, designs, and brand materials provided by the Buyer remain the exclusive property of the Buyer.
• By submitting artwork to Vadalo Ventures, the Buyer warrants that they have the legal right to use and reproduce such artwork, and indemnifies Vadalo Ventures against any third-party IP claims.
• Vadalo Ventures will not reproduce, sell, or use the Buyer's designs for any other client without express written permission.
• Vadalo Ventures retains ownership of all original designs, tools, patterns, and processes developed by us.
• Product photographs taken by Vadalo Ventures of Buyer's branded products may be used for our portfolio unless the Buyer requests otherwise in writing.

11Confidentiality

Vadalo Ventures treats all Buyer information — including designs, pricing, order details, and business information — as strictly confidential. We will not share such information with third parties without the Buyer's consent, except as required by law or to fulfil the order (e.g., sharing packing details with the freight forwarder).

12Limitation of Liability

Vadalo Ventures' total liability to the Buyer in connection with any order shall not exceed the total value of that specific order. We shall not be liable for any indirect, consequential, or special damages, loss of profit, or loss of business opportunity.

While we strive for accuracy on our website, product images, descriptions, and specifications are indicative. The physical approved sample is the definitive product specification.

13Governing Law & Disputes

These Terms & Conditions are governed by the laws of India. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Kolkata, West Bengal, India.

We encourage amicable resolution of any disputes. Please contact us directly at info@vadalobags.com before initiating any formal legal proceedings.

14Contact Us

For any questions about these Terms, please reach us: