Vendor Terms

# Vendor Terms & Conditions – BlueSky Agency **Website:** https://blueskyagency.site/ **Last Updated:** October 2026 ## 1. Introduction These Vendor Terms & Conditions govern the relationship between BlueSky Agency (“Company,” “we,” “our,” or “us”) and any vendor, supplier, contractor, or service provider (“Vendor”) who provides products or services to BlueSky Agency. By entering into a business relationship with BlueSky Agency, the Vendor agrees to comply with these terms and any applicable written agreement. ## 2. Vendor Eligibility and Registration Vendors must provide accurate and complete information, including where applicable: - Legal business or individual name. - Business address and contact details. - PAN, GSTIN, and other required tax information. - Bank account details for payments. - Relevant licenses, registrations, and certifications. Vendors must promptly notify BlueSky Agency of any changes to their registration or payment information. ## 3. Scope of Services Vendors must provide the products or services agreed upon in writing, including the applicable scope, specifications, quality standards, and delivery timelines. Any changes to the scope, pricing, or deadlines must be approved by BlueSky Agency in writing before implementation. ## 4. Vendor Responsibilities Vendors agree to: - Provide services professionally and within agreed timelines. - Comply with applicable Indian laws and regulations. - Maintain appropriate records and documentation. - Provide accurate invoices and tax information. - Protect confidential information received from BlueSky Agency. - Avoid fraudulent, misleading, or unlawful business practices. - Obtain all permissions and licenses required for their work. ## 5. Pricing and Payment Terms Vendor fees will be agreed upon in writing before work begins. - Vendors must submit accurate invoices for completed work or agreed milestones. - Payments will be made according to the payment schedule specified in the relevant agreement or purchase order. - Applicable taxes, including GST, will be handled in accordance with Indian law. - Any additional charges must receive prior written approval. - Disputed invoices may be reviewed before the disputed amount is paid, subject to the applicable agreement and law. - Vendors must promptly notify BlueSky Agency of changes to their bank or payment details. No payment deadline is implied by this document unless specified in a separate written agreement. ## 6. Delivery and Performance Standards Vendors must meet the agreed delivery dates, service levels, and quality requirements. If a delay, defect, or other issue occurs, the Vendor must notify BlueSky Agency promptly and cooperate to resolve it. Where agreed deliverables do not meet the written specifications, the Vendor may be required to correct or replace them according to the applicable agreement. ## 7. Confidentiality Vendors may receive confidential information relating to BlueSky Agency, its customers, operations, technology, pricing, or business plans. Vendors agree to: - Use confidential information only for the agreed business purpose. - Not disclose it to unauthorized persons. - Apply reasonable safeguards to protect it. - Return or securely delete it when required, subject to legal retention obligations. These confidentiality obligations continue after the business relationship ends. ## 8. Data Protection and Security Vendors who access personal data or business information must handle it lawfully and only for authorized purposes. Vendors must: - Use reasonable technical and organizational security measures. - Restrict access to authorized personnel. - Avoid unauthorized copying, disclosure, or transfer of data. - Notify BlueSky Agency promptly of suspected data breaches or unauthorized access. - Comply with applicable data-protection and privacy laws. Vendors must not use customer contact lists or personal information for independent marketing without the necessary lawful authorization. ## 9. WhatsApp, Meta, and Third-Party Compliance Where vendor services involve WhatsApp API, Meta, messaging systems, payment providers, or other third-party platforms, the Vendor must comply with the applicable platform policies and authorization requirements. Vendors must not facilitate spam, unauthorized messaging, deceptive activity, unlawful data collection, or attempts to bypass platform restrictions. Third-party platforms may independently change their policies, availability, or technical requirements. ## 10. Intellectual Property Each party retains ownership of intellectual property it owned before the business relationship. Ownership or licensing of work created specifically for BlueSky Agency, including software, designs, documents, graphics, and other deliverables, must be specified in the relevant written agreement. Vendors must not use BlueSky Agency's name, logo, trademarks, or confidential materials for promotional purposes without prior written permission. ## 11. Subcontracting Vendors must obtain prior written approval from BlueSky Agency before subcontracting material obligations where required by the applicable agreement. Vendors remain responsible for their approved subcontractors' work and must ensure that subcontractors follow relevant confidentiality, security, and compliance obligations. ## 12. Conflicts of Interest and Ethical Conduct Vendors must disclose any actual conflict of interest that could materially affect their work for BlueSky Agency. Bribery, fraud, kickbacks, unauthorized commissions, and other unlawful business practices are prohibited. Vendors must conduct business honestly and professionally. ## 13. Warranties and Indemnification Vendors represent that they have the authority and qualifications necessary to provide their agreed services. To the extent permitted by law and specified in the applicable agreement, Vendors may be responsible for losses, claims, or expenses arising from their breach of contract, unlawful conduct, or infringement of third-party rights. The parties' respective liabilities and remedies will be subject to the applicable written agreement and law. ## 14. Suspension and Termination Either party may terminate the business relationship in accordance with the applicable written agreement. BlueSky Agency may suspend work or terminate an engagement where reasonably justified by a material breach, fraud, security risk, legal requirement, or repeated failure to meet agreed obligations. Where appropriate, the affected party will receive notice and an opportunity to remedy the issue. Upon termination, Vendors must return or delete confidential information as required and submit any outstanding invoices in accordance with the applicable agreement. Payment for accepted work and other outstanding obligations will be handled under the agreed contract and applicable law. ## 15. Force Majeure Neither party will be responsible for delays caused by circumstances beyond its reasonable control, to the extent recognized by applicable law. The affected party must notify the other party promptly and take reasonable steps to reduce the impact. ## 16. Amendments BlueSky Agency may update these general Vendor Terms & Conditions from time to time. Material changes affecting an existing vendor engagement will be communicated as appropriate. Where required, changes will apply only after the necessary notice, agreement, or consent. A separate signed agreement or purchase order may establish different terms for a particular engagement. In the event of a conflict, the applicable written agreement will govern to the extent specified in that agreement and permitted by law. ## 17. Governing Law and Dispute Resolution These terms are governed by the applicable laws of India. Disputes will be addressed through good-faith discussions where practical. If a dispute cannot be resolved, it may be referred to the competent courts or other dispute-resolution forum with jurisdiction under applicable law. ## 18. Contact Information For vendor-related questions, documentation, invoices, or other business matters, contact: **Company Name:** BlueSky Agency **Website:** https://blueskyagency.site/ **Mobile:** +91 9507196648 **Address:** Boring Road, Patna, Bihar, India – 800001 **Email:** Add your official BlueSky Agency business email. By accepting a vendor engagement with BlueSky Agency, the Vendor agrees to the terms applicable to that engagement.