Unless Arkon Solutions has executed a separate written agreement with the Buyer in respect of the sale of any Products that expressly supersede these General Terms and Conditions.
These General Terms and Conditions shall apply to all quotes, quotations, RFQs, and sales of products (“Products”) by Arkon Solutions in India.
These Terms & Conditions shall take precedence over any Purchase Order, Services and/or Supply Agreement that may be generated between the parties covering the Deliverables. Any extra or different terms and conditions that the Seller has suggested or may be present in any form are hereby rejected.
The following conditions will be a part of any agreement between Seller and Buyer unless both parties agree to a modification in writing.
Entire Agreement.
You may not modify, supplement, or amend this agreement by means of any other document for any product purchases between you and the Seller. Unless otherwise agreed to in a written agreement signed by both you and the Seller, any attempt to modify, supplement, or amend this agreement or to place an order for product(s) that are (are) subject to additional or modified terms and conditions will be void.
All prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral, are superseded by the accompanying purchase order (the “Purchase Order”) and these Terms (together, this “Agreement”).
Regardless of whether or when Buyer has submitted its purchase order or such terms, the terms of this agreement take precedence over any general terms and conditions of purchase made by Buyer. The execution of the Buyer’s order does not signify acceptance of any of its terms and conditions, and this agreement is not changed or amended by the fulfillment of the Buyer’s order.
Purchase Orders
Arkon Solutions will not accept any purchase orders that do not have a valid purchase order number, bill to address, and ship to address.
Any additional or different terms and conditions mentioned in the Buyer’s purchase order will not be included in the parties’ agreement regarding the purchase of the products. Only these Terms and Conditions will apply to the sale of Products between Arkon Solutions and the Buyer. The Buyer expressly waives all other terms and conditions, which shall have no bearing on the transaction.
Pricing and Payment Terms.
The purchase order’s price is what is charged for the goods and services (in the currency specified in the Purchase Order). The price includes all packaging, transportation expenses, insurance, customs duties and fees, as well as any applicable taxes, unless otherwise stated in the purchase order. Without the Buyer’s prior written consent, no price increase—whether brought on by rising material, labor, or transportation costs or for other reasons—is valid.
When the Buyer submits a purchase order to the Seller, the Seller must immediately send the Buyer an invoice so that the Buyer can prepay for the product(s) being purchased; provided, however, that for product purchases that the Buyer does not prepay, the Seller must only send the Buyer an invoice in accordance with these Terms and on or after the completion of delivery. Any payments made to the Seller must be done through debit/credit, UPI or another form of payment that the Seller will accept.
The Seller shall have the right to declare all invoices immediately due and payable in case of any invoice payment default.
Delivery
Throughout the Buyer’s regular business hours or as otherwise directed by the Buyer, the Seller must deliver all items to the address listed on the purchase order (the “Delivery Point”). If there are no instructions from the Buyer, the Seller must pack all items for shipment to ensure they arrive at the Buyer’s location undamaged. If the Seller requests that the Buyer return any packaging, the Buyer must be informed beforehand in writing. Any such packaging material returns must be made at the cost and risk of the Seller.
Quantity
The Buyer may reject all or any excess goods if the Seller delivers more or less of the ordered goods. Any such rejected goods must be sent back to the Seller at the sole risk and expense of the Seller. The price of the goods will be adjusted pro rata if the Buyer chooses not to reject them and accepts delivery of the goods in the increased or decreased quantity.
Shipping Policies.
Delivery must take place at a designated Delivery Point. All bills of lading, invoices, correspondence, shipping labels, bills of lading, and other related documents must bear the Purchase Order number.
Title and Risk of Loss
Once the goods have been delivered to the Delivery Point, ownership and risk of loss pass to the Buyer.
Data Privacy
Seller will, to the extent necessary under applicable law, take the following actions to protect personal data that is subject to regulation:
- 1.The Seller must store personal information in accordance with all applicable laws and regulations.
- 2. Seller will only use customer information as needed to complete product transactions and in a way that complies with all legal requirements.
- 3. The “Data Privacy Policy” of the Buyer has been disclosed to the Seller, and the Seller agrees to abide by it. A hard copy of the Seller’s data privacy policy will be made available to the Seller upon written request. Upon request, the Buyer will give the Seller an electronic copy of the policy.
Representation and Warranties
Arkon Solutions guarantees that its products will match the details given to the Buyer in the product listing for those products. Arkon Solutions makes no representations or warranties beyond those that are expressly stated in these Terms and Conditions. To the fullest extent permitted by law, all implied warranties, conditions, representations, or other terms are disclaimed, and Arkon Solutions is not responsible for any such matters.
Governing Law and Jurisdiction
The laws of India shall govern these terms and conditions. The courts in Mumbai shall have exclusive jurisdiction, subject to clause (b) below.
According to the Arbitration Rules of the Mumbai Center for International Arbitration (“MCIA Rules”), which rules are deemed to be incorporated by reference in this provision, shall be used to resolve any dispute arising out of or relating to these Terms and Conditions, including any question regarding their existence, validity, or termination. Mumbai, India, will be the arbitration’s location. A single arbitrator chosen jointly by the Parties will make up the Tribunal (as defined by the MCIA Rules). The Arbitration & Conciliation Act, 1996, as amended, modified, or replaced from time to time, shall govern this arbitration agreement.