Applicability: The sale of any and all KITO INDIA Pvt Ltd’s products and/or services shall be conditioned upon, and subject to the following terms and conditions (“Terms and Conditions”) . Customer’s acceptance of any offer made by KITO INDIA Pvt Ltd for the sale of its products and / or services is expressly made subject to these Terms and Conditions stated herein. None of the Terms and Conditions contained herein may be added to, modified, superseded or otherwise altered except as revised in writing by KITO INDIA Pvt Ltd. All orders received by KITO INDIA Pvt Ltd shall be governed only by these Terms and Conditions contained herein, notwithstanding any terms and conditions which may be found in any purchase order, release order, or any other form issued by the Customer. If one or more of these Terms and Conditions become invalid, the remaining provisions of these Terms and Conditions shall continue to apply.
- Scope of Work: The products shall be designed, manufactured and limited to what has been specified in the offer. Any additional requirements of the Customer may be accommodated subject to a request prior to start of production and acceptance of such request by KITO INDIA Pvt Ltd. All costs incurred by KITO INDIA Pvt Ltd due to additional requirements shall be borne by the Customer and shall be added to the Customer’s account
- Validity of Offer: This offer is valid for a period of thirty (30) days from the date of this offer.
- Price: The prices for the products are provided for in the Price Schedule and indicate the basic material cost. Costs with respect to the following will be charged in addition to the basic material cost:
- transportation of the products to the site;
- packaging and forwarding costs;
Transit insurance will be borne by Customer.
The price quoted is subject to withdrawal by KITO INDIA Pvt Ltd at any time prior to acceptance of the offer by the Customer. The offer will not apply to follow-up orders and / or subsequent agreements, unless stated in the offer. Price of the products are exclusive of GST.
In case of an increase in the prices of raw materials or other materials necessary for the manufacture of the products ordered by the Customer occurring prior to the date of delivery, KITO INDIA Pvt Ltd shall have the right to increase the price of the products ordered accordingly, unless otherwise stated in the offer.
- Payment Terms: As per the price schedule.
- DELIVERY: KITO INDIA Pvt Ltd is committed to deliver its products in accordance with the agreed specifications and perform its obligations arising out of the agreement to the best of its efforts.
The quoted date of delivery shall stand extended if it involves action from the Customer for supply of any particulars, specifications, drawings, technical data, approvals, information or acts affecting the execution of the order.
Extension of any term/date of delivery shall not entitle the Customer to any right of any form of compensation, or the right to terminate the agreement, or any other right to any action, if such delay or failure is caused by any act, matter or thing beyond KITO INDIA Pvt Ltd’s control.
- UNLOADING: KITO INDIA Pvt Ltd shall not be responsible for the unloading of the products at the Customer’s site. On reaching the Customer’s site, the Customer shall provide a safe location to store the products. KITO INDIA Pvt Ltd shall not be responsible for any damage to the products due to unloading and the same shall be to Customer’s account.
- NON-COLLECTION OF PRODUCTS: The Customer, in the event of non-collection of Products at the specified time of dispatch, undertakes to bear all costs, risks and liability for the products.
- WARRANTY: KITO INDIA Pvt Ltd undertakes, at its option and reasonable discretion, to rectify or replace any parts in the products that may be materially impaired or rendered unserviceable due to manufacturing defects, for a period of twelve (12) months from the date of commissioning or eighteen (18) months from the date of supply, whichever is earlier.
The warranty shall not be applicable against defects arising out of:
a) improper or inexpert use, natural wear and tear (e.g. chain guides, chains, bearings, oil seals, fuses, relays, electric switch, fuse inserts, travel wheels etc.)
b) improper or negligent handling, storage, transport, improper use on operation, inadequate or improper maintenance or servicing, excessive handling, excessive loading, faulty civil engineering works, extreme atmospheric conditions, chemical, electro-chemical, electrical and other natural influences unless these arise out of any assumed responsibility in writing, by KITO INDIA Pvt Ltd.
c) Excessive service conditions;
d) Damage due to the use of lubricant oils not prescribed by KITO INDIA Pvt Ltd;
e) acts of providence;
f) Faults of third parties; and
g) Any other damages or malfunctioning arising out of negligent or improper use or accidental abuse shall not be covered by this warranty.
The warranty provided herein is subject to punctual compliance of the terms of payment. Non-payment or delay in payment, in full or in part, for the products, equipment, and accessories will render the warranty provided herein invalid
KITO INDIA Pvt Ltd does not undertake any obligation to bear the cost of removal or fitting of any equipment accessories, components or parts for the purposes thereof. Any equipment, accessories, components and spares which may be found defective will become the property of KITO INDIA Pvt Ltd on being replaced in terms of the warranty provided herein.
This warranty will be rendered invalid if in KITO INDIA Pvt Ltd’s sole opinion, the products, machines, equipment and accessories have been repaired or altered by the Customer otherwise than by KITO INDIA Pvt Ltd’s service personnel. Claims arising from this warranty will be recognized by KITO INDIA Pvt Ltd only if the defect in question is notified to KITO INDIA Pvt Ltd within fifteen (15) days of observing such defect.
The expenses of packing, forwarding, freight, insurance in connection with repairs of replacements made in accordance with this warranty will be borne by the Customer.
In the case of potential or proprietary or other bought out items, KITO INDIA Pvt Ltd’s liability under this warranty will not at any time exceed the liability, if any, accepted by the manufacturer and / or supplier of such items or parts of such items.
Except as stated herein, the Customer shall not have any other rights under the warranty provided herein, and in particular no right to repudiate any agreement to claim any reduction in the purchase price or demand any payment for damages to compensation for accrued or consequential losses.
KITO INDIA Pvt Ltd reserves the right to make any changes, additions or improvements in the products, machines, equipment, accessories previously sold to the Customer. The warranty provided herein is in lieu of all warranties whether by law or otherwise expressed or implied and all other obligations or liabilities on behalf of KITO INDIA Pvt Ltd, and KITO INDIA Pvt Ltd neither assumes nor authorizes anyone to assume on behalf of KITO INDIA Pvt Ltd any other liability in connection with the sale of the products, machines, equipment and accessories thereof.
- TRANSFER OF TITLE AND RISK: Not withstanding actual delivery, the right of property of the products delivered shall remain vested in KITO INDIA Pvt Ltd until the Customer has paid all amounts in full that is due or will be due to KITO INDIA Pvt Ltd and such payment has been credited to the bank account without reservation.
During the interim period, the Customer shall ensure the safety of the products, store the products suitably and identify the products as KITO INDIA Pvt Ltd’s property. The Customer shall not assign or pledge, or in any manner encumber his rights and/or benefits under these Terms & Conditions without express written consent from KITO INDIA Pvt Ltd, until title and interest fully vests in the Customer in relation to the products supplied by KITO INDIA Pvt Ltd. In the event the Customer fails to pay KITO INDIA Pvt Ltd, in whole or in part, KITO INDIA Pvt Ltd shall have the right to repossess and reclaim the products without prior notice to the Customer.
The risk of loss or damage to the products shall pass to the Customer on delivery. KITO INDIA Pvt Ltd shall be entitled to treat this risk as having being passed even where the Customer fails to take delivery of the Products when such delivery is due. KITO INDIA Pvt Ltd will assume delivery of Products as per agreement with the Customer unless non-conformities are brought to the attention of KITO INDIA Pvt Ltd within [three (3)] days of the delivery of the products to the Customer’s site. KITO INDIA Pvt Ltd shall not be liable for any damage to, or deterioration of the products, including theft which may occur after the delivery, whether such damage occurs due to unsuitable storage conditions or misuse of the product.
- PLANS AND DESIGNS: The Customer shall not use any plans, designs, instructions, specifications, charts or other information (collectively “Data”) provided by KITO INDIA Pvt Ltd other than for the specific purpose for which they have been provided by KITO INDIA Pvt Ltd.
All intellectual property rights in the Data shall vest in KITO INDIA Pvt Ltd. The Customer acknowledges that all dimensions and details in the Data prepared by KITO INDIA Pvt Ltd have been verified and are satisfactory for the intended purpose and such Data is approved by the Customer.
Any further modifications to the Data, subsequently requested by the Customer and confirmed by KITO INDIA Pvt Ltd which result KITO INDIA Pvt Ltd making modifications to the equipment or components, shall be at the cost of the Customer.
- LIABILITY: KITO INDIA Pvt Ltd’s liability under these Terms and Conditions shall be limited to the amount of the actual direct damages incurred by the Customer attributable to KITO INDIA Pvt Ltd, or of the price paid by the Customer to KITO INDIA Pvt Ltd for the products, or of the replacement value of the products, whichever is lowest. The Customer shall not be entitled to any other remedies regardless of the form of claim, cause of action, whether based in contract or otherwise
KITO INDIA Pvt Ltd shall not be responsible or liable for any accidents during the use of the products or equipment, or any liability arising from:
- a) Improper usage of equipment by the Customer;
- b) Improper E&C done by the Customer; and
- c) servicing undertaken by the Customer of the equipment or products, either on its own or through any third party.
KITO INDIA Pvt Ltd shall not be liable, under any circumstances, for economic loss or indirect or remote damages of any kind suffered by the Customer, including but not limited to, loss of anticipated profit, loss of contract or any other type of loss.
- GOVERNMENT APPROVALS AND LICENSES: Any government consents, approvals and any other licenses required for the operation, installation and commissioning of the products, and for the performance of these Terms and Conditions, shall be obtained by the Customer at its cost and the Customer warrants that such consents and approvals shall be valid and existing at all times.
- TERMINATION: KITO INDIA Pvt Ltd reserves all rights to terminate the Agreement wholly or in part and forfeit the advance, without any further notice of default, or at its discretion to suspend further execution of these Terms and Conditions if:
- a) The Customer fails to perform any obligations herein;
- b) The Customer is declared or files for bankruptcy or is wound up; or
- c) The Customer applies for a definitive or provisional suspension of payment.
This right of termination is without prejudice to any and all other rights of KITO INDIA Pvt Ltd.
- FORCE MAJEURE: KITO INDIA Pvt Ltd shall not be held liable for delay or non-performance of any of the terms of this Agreement, resulting from acts of God, fire, flood, government
Regulations, riots, terrorist acts, labour disturbances, industrial disputes, supply chain and transportation problems.
- JURISDICTION: This Agreement shall be governed by, and construed and enforced in accordance with the laws of India. All disputes arising out of or in connection with this Agreement or for the breach for any alleged wrongful termination hereof which cannot be settled amicably by mutual agreement shall be adjudicated by the courts in Bangalore.