Terms and Conditions of Sale
ACCEPTANCE OF ORDERS – Contracts or orders are accepted only upon and subject to conditions of sale as printed on the face of the Quotation and herein. All orders placed with us or with our salesmen, agents, or representatives are not binding on us unless confirmed in writing. Once an order is confirmed by us it can under no circumstances be canceled by you without our written consent.
RATES- All quotations are made on the basis of prices ruling on the date this offer is made and will be subject to alteration without notice if the cost of raw materials and/or production is increased. Sales tax, general sales tax, purchase tax, and all other taxes, excise duties, levies, impositions, and other duties whatsoever payable during the tenure of the contract shall be extra and added to the prices mentioned by us. Our prices are exclusive of all taxes and applicable duties, taxes, surcharges, etc as the case may be and will be imposed as per the Govt regulations applicable at the time of supply.
SPECIFICATIONS- Specifications, illustrations, descriptions, etc., furnished are not binding as to details but they are to be taken as conveying a general representation of the goods offered or sold. We do not vouch for any physical properties.
DELIVERY DATE- Delivery dates mentioned in our Order Acknowledgements, Sales confirmations, are an estimate. We shall not be liable for any consequences in case of a manufacturing delay or shipment delay
PLACE OF DELIVERY- Delivery is always to be understood EXW-Works, Pune - 411026, even though some other mode or place be mentioned or implied. In the event the articles in question are not removed from our premises within 15 days from the date of our advice, we shall be at liberty to take such measures, as we deem fit, to effect their resale and adjust the proceeds against dues without infringing on our right to recover any amount still due to us through legal channels. In case we agree to deliver F.O.R./F.A.S./C.I.F. Pune or destination or free at your works, it shall be understood that we do so without engagement, on your behalf, and for your convenience only, subject to necessary facilities being available. All charges and expenses incurred in connection with such deliveries are to be paid for by you. Packing and/or forwarding and/or insurance charges are not included in these terms and will be charged extra, if applicable. Once goods leave our premises, our responsibility ceases and transport to the railway station, dockyards, your premises, etc. is made at your risk and we under no circumstances shall be responsible for the delay, loss, damage, pilferage, shortage, etc. that may occur and/or any other charges that may be incurred by you.
DELIVERY IN LOTS- We are at liberty to supply goods sold by us in one, or, various separate lots or shipments. We are at liberty to deliver +/- 10% variation against your PO
SUSPENSION OF DELIVERIES- Deliveries may be wholly or partially suspended and the time of such suspension added to the original delay period in the event of any strike, lockout, stoppage or shortage of labour or power, shortage of raw materials, fire, breakdown, or accident to the machinery, transport or dispatch difficulties affecting the supply of raw materials to or the delivery of finished products from our works, war or state of war, declared or undeclared, police actions, revolutions, embargo, riots, civil or political commotion or disturbance, the act of the legislature or other authority or act of God or the enemy, force majeure including pandemics or any other cause beyond our control. Any such non-performance or delay shall not entitle you to hold us in breach of the contract or to claim any damages from us, but shall entitle us to terminate the contract or order, the remaining contract or order as the case may be, without prejudice to our right of recovery of any monies due to us in respect of any deliveries made up to the date of termination of the contract.
CLAIMS FOR NON-PAYMENT, DAMAGE, SHORTAGE OR LOSS
- If you fail to take delivery of the carrier’s receipt against payment of our full bill amount, plus all bank charges within 24 hours after the issue of our dispatch advice or the bank’s call for payment addressed to you, and/or if you fail to take delivery of the goods immediately thereafter as the case may be, we shall have the right to treat such failure as a breach of the contract, without prejudice to our rights thereunder and further, to withhold or suspend deliveries under any contract which may then be subsisting between you and us. For the purpose of this clause, a stipulation as to payments, including those relating to time shall be deemed to be the essence of the contract.
- Where delivery is given ex-our godown or at yours or at any other premises it shall be your responsibility to inspect the goods before taking delivery. Goods taken delivery of, by our or your representatives shall be deemed to have been approved by you in all respects whether or not they conform to the specifications and it shall not be open to you to reject the goods or to put forward any claim or complaint whatsoever with regard to such goods, either to quality, quantity or otherwise.
- Where delivery is given through carriers, you shall be bound to inspect the goods within 24 hours after receipt of the same. All such goods shall be deemed to have been approved by you in all respects whether or not they conform to the specifications unless a complaint in writing is received by us within 3 days of receipt of the goods and it shall not be open to you thereafter to reject the goods or put forward any claim or complaint either to the quality, quantity or otherwise.
- When taking delivery from the carriers you are to check the weights, the number of packages, and/or pieces as the case may be with special attention to the markings on the same. In the event of any shortage, you must take open delivery of the consignment and lodge your claim immediately with the authorities concerned and obtain from them a proper certificate of shortage, complete in every respect.
INDEMNITY- In the event of any breach by you of any of the terms of the contract, we shall be expressly authorized without giving any previous notice of our intention to do so, to do any or all of the followings-
- To rescind the order or contract without prejudice to our rights thereunder, in which event you shall be deemed to have forfeited any money paid by you to us as earnest money or deposit for the fulfillment of the contract or in part payment of advance payment of goods or,
- To effect the resale of the goods or any part of them on your account and at your risk, either together or in several lots by private contract or by public auction, at our discretion as to time, place and terms and condition of sales and to recover from you all losses which we may suffer thereby, including the costs of such resale and the difference between the contract price and the total sum realised by such a sale and all charges, interest and incidental expenses. We shall be entitled to retain any profit which arises from such resale, or,
- Without proceeding to recall, to recover from you the difference between the market price at the time of the breach of contract and the full contract price of such goods as remain undelivered or unpaid for together with interest there-on at thirty percent per annum.
REJECTIONS & COMPLAINTS – We have quoted the components as per your design and specifications. Please test proto-types/ samples in the application before use to confirm that the components meet your requirement. Any complaints with regards to supplies made by us, must be made in writing within 7 days of receipt of goods failing which the supplies shall be deemed to have been accepted by the Buyer. Since we supply as per customers’ design, samples and specifications, we will not be held liable for non-performance of supplied parts and related third party personal or proper damage. In case of rejects, our liability will be limited to replacing the rejected goods (provided the components rejected have not been used in a manner that contradicts the intended use). Our liability expires completely when any defect is the direct or indirect result of improper processing, use, treatment, storage, transport, or any other external cause or when the buyer does perform changes or treatments or let them be done by third parties. Complaints concerning transferred goods may not affect the contractual obligations resting on the buyer under earlier transferred goods and/or goods to be transferred, nor if these obligations result from the same agreement as those to which the complaints refer. Under no circumstances shall the Company be responsible for any damages, loss, compensation that may arise because of usage of the product by Buyer and/or at Buyer’s client(s). After the first supply and/or acceptance of samples it will be presumed that our scope would be limited to maintaining the supplies as per the approved samples and/or the first supply. In no case whatsoever you will treat us liable for non-performance of already supplied goods.
DESIGN DEVELOPMENT TOOLING AND SET UP: A Non-recurring set-up charge may be imposed for any special tooling, including without limitation, dies, fixtures, molds and patterns acquired to manufacture items sold subsequent to this contract, this cost for NRSUC is payable immediately on demand and a delay will affect lead times and delivery terms .. Such special tooling shall be and remain Sellers’s property notwithstanding payment of any charges therefore by buyer unless otherwise agreed to on the face hereof. Payment of charges in connection with tooling or apparatus does not constitute ownership of same. All charges in connection with this contract will be imposed only with the knowledge and acceptance of Buyer. Seller shall have the right to alter, discard or otherwise dispose of any special tooling or other property at its sole discretion at any time if there are no Orders for the components made from these in a 30Months period , after a 30-day notice period the tools will be scrapped on site.
JURISDICTION- It is agreed that the courts in Pimpri, PUNE, INDIA shall have exclusive jurisdiction to try and decide any dispute or the differences or claim between you and us regarding an order or the resulting contract, of the goods, the subject matter or of contract or any breach thereof or any matter or claim arising out of the contract or incidental thereto.