1. Payment Terms
Payment shall be credited as per the agreed commercial terms mentioned in the purchase-order (PO), sales-order (SO), quotation or contract. Delayed-Payments shall attract interest at 18% per annum or any other rate as mutually agreed between the parties. CS aerotherm Pvt. Ltd. reserves the right to suspend manufacturing, dispatch, installation-and-commissioning, warranty-support or any other contractual-obligations until outstanding payments are cleared.
2. Taxes
GST will be charged as per the prevailing rate. Variation/s in GST, occurring after submission of the quotation or issuance of the invoice shall be borne by the customer.
3. Inspection & Acceptance
Goods supplied shall be deemed accepted unless any discrepancy relating to quantity, transit-damage or specification/s is reported in writing, within seven (7)-days from the date-of-receipt. Inspection conducted in CS Aerotherm Pvt. Ltd., where applicable, shall be deemed final and binding unless otherwise agreed in writing.
4. Warranty
CS Aerotherm Pvt. Ltd. warrants that the equipment manufactured and supplied by it shall be free from defects in material and workmanship for a period of twelve (12)-months from the date-of-commissioning. Warranty is limited to manufacturing-defects and mechanical-components only.
Warranty shall not cover electrical-and-electronic components such as:
- PLCs, HMIs, VFDs, sensors, contactors, relays, switches, and control-devices.
- Third-Party bought-out components
- Normal wear-and-tear parts
- Bearings
- Conveyor-Belts
- Rubber-Components
- Consumables
- Damage caused by improper-operation, negligence, misuse, accidents, unauthorized-modifications, improper-maintenance, voltage-fluctuation, poor utility-condition or operating outside recommended-parameters.
- CS aerotherm’s liability under warranty shall be limited to repair or replacement of defective manufactured components, at its sole discretion.
5. Liability-Limitation
CS aerotherm Pvt. Ltd.’s total liability arising out of any transaction shall be limited to the value of the goods supplied under the relevant-invoice. A delivery-schedule is an estimate and is subject to availability of raw-material, customer-approvals and force-majeure events, Risk and responsibility for the goods shall pass onto the customer upon arrival at their premise. Storage, detention,demurrage and unloading or local transportation-charges arising after dispatch, shall be borne by the customer.
6. Force-Majeure
Neither party shall be liable for delay or failure in performance due to causes beyond reasonable-control, including but not limited to natural-disasters, government-restrictions, labour-disputes, transportation-disruptions, utility- failures, raw-material for trials during the commission process or acts of God.
7. Returns
No goods shall be returned without prior written mutual consent between CS aerotherm Pvt. Ltd and the customer. Returns shall be subject to inspection and applicable return-conditions. Custom-Built or modified-equipment shall not be returnable under any circumstances.
8. Ownership of Goods
Ownership and title to goods shall remain with CS aerotherm Pvt. Ltd. until all outstanding-payment have been received. The customer shall hold the goods in trust and shall not sell, pledge, transfer or otherwise dispose of the goods without consent of the customer, until the balance-payment is made,.
9. Compliance
The customer shall comply with all applicable-laws, regulations, safety-standards and statutory requirements relating to installation-and-commissioning, operations, maintenance and use of the supplied-equipment.
10. Confidentiality
Technical drawings, specifications, documents, and commercial information provided by CS aerotherm Pvt. Ltd. shall remain confidential and shall not be disclosed to third parties without prior written consent.
11. Installation and Commissioning
The scope-of-supply from the customer shall include:
- Site-Readiness
- Electrical power-supply
- Water-Supply
- Fuel-Supply (where-applicable)
- Compressed-air supply (where-applicable)
- Civil-Foundation
- Material-Handling equipment such as cranes and forklifts
- Required labour-support
12. Site Readiness
Equipment delivery-schedules, installation-and-commissioning schedules are subject to site-readiness. Delays arising due to incomplete civil-work, utilities, manpower, statutory-approvals, or customer-end infrastructure shall not be attributable to CS aerotherm Pvt. Ltd. Delays may result in additional-charges and in a revised commissioning-schedule.
13. Demurrage-And-Idling-Charges
The customer shall bear all additional boarding, lodging, travel, local-transportation, and idle manpower-charges, if installation-and-commissioning, trials or user acceptance-testing are delayed due to customer-related reasons, after deployment of CS Aerotherm personnel.
14. Storage-And-Preservation
CS aerotherm Pvt. Ltd. reserves the right to invoice the equipment after it/they are ready for dispatch and charge reasonable storage, preservation and handling-charges if dispatch is delayed due to customer-related reasons
15. Utility-Quality
Equipment-Performance is contingent upon stable electrical-supply, proper grounding, specified fuel-quality, compressed-air quality, water-quality and environmental-conditions. Problems arising due to inadequate utilities shall not be covered under warranty.
16. Spare-Parts Availability
Replacement of parts under warranty shall not extend beyond the warranty-period. Customers are advised to maintain recommended critical spare-parts in order to minimize downtime. Third-party bought-out components supplied as part of the equipment shall be covered only to the extent of the original manufacturer’s warranty-and-terms.
17. Production-Performance
Production-Output and throughput-values, as stated in quotations, proposals, brochures and technical-documents, are based on specified product-characteristics, recipes, operating-conditions, cycle-times and utility-conditions. Actual production-output may vary depending on product-formulation, operator-skill, raw-material quality, process-settings and site-conditions.
18. Design Changes
Design, layout, scope, specifications or output-changes, requested after order-confirmation may result in revisions to price, delivery-schedule, engineering-scope and technical-specifications.
19. Safety
The customer shall be solely responsible for safe-operation of the equipment, including operator-training, use of safety-devices, protective-equipment and compliance with applicable safety-regulations.
20. Order- Cancellation
Orders shall not be cancelled without mutually written approval between CS aerotherm Pvt. Ltd and the customer. Approved cancellation/s may attract charges with respect to the engineering, procurement, manufacturing and administrative-costs incurred up to cancellation-date. Advance-Payment will not be refunded for cancellation of customised-machines.
21. Invoice-Discrepancies
Discrepancy/ies relating to any invoice shall be notified in writing within seven (7) days from the invoice-date. Thereafter, the invoice shall be deemed correct and acceptable.
22. E-Invoice Compliance
Invoices are generated in compliance with the applicable GST regulations and, where applicable, contain a valid Invoice Reference-Number (IRN) , whereby which a QR-Code is generated through the Government Of India (GOI) GST portal.
23. Dispute-Resolution And Jurisdiction
Dispute/s arising out of or relating to any transaction shall be subject to the exclusive jurisdiction of the courts located in Bengaluru, Karnataka-State, India.
24. Applicability
The above-mentioned terms-and-conditions shall govern the sale of goods supplied by CS aerotherm Pvt. Ltd. and shall prevail unless otherwise agreed in writing by authorised representatives of both parties.