APVM Terms & Conditions:
All orders for products (“Products”) or services (“Services”) will be accepted by APVM Electronics Pvt. Ltd (“APVM”) subject to these terms and conditions of sale. Any person who places orders for Products or Services with APVM Electronics Pvt. Ltd (“Customer”) is bound by these terms and conditions. No other terms will apply to the supply of Products and Services by APVM Electronics Pvt. Ltd unless agreed in writing by an authorized signatory of APVM Electronics Pvt. Ltd. APVM reserves the right to amend these terms and conditions at any time. The most current version of these terms and conditions can be found at www.apvmelectroics.com. References to the “APVM catalogue” include APVM’s paper catalogue, APVM’s website and any other catalogue of products published by APVM in any medium.
Descriptions of the Products and Services in the APVM catalogue or otherwise communicated to the Customer are approximate only and shall not form any part of the contract with the Customer. APVM shall not be liable to the Customer for any errors or omissions in its catalogue. The advertising of products and services in the APVM catalogue is not an offer capable of acceptance, it merely constitutes an invitation by APVM for the Customer to make an offer.
APVM is a business-to-business supplier. The APVM catalogue is intended for use by business customers and not for consumers or private individuals.
The prices of Products and Services are as set out in the APVM catalogue that is current at the date of dispatch of the Products or provision of the Services. Products which are not listed in the APVM catalogue will be sold at the prices set out in the relevant APVM quotation. All prices exclude GST. APVM reserves the right to change prices without prior notice at any time.
APVM reserves the right to decline to trade with any company or person and may decline to accept any order.
APVM will not substitute an ordered Product for another unless requested by the Customer, or unless the Product has been superseded by the latest version. If the Customer confirms telephone, fax or internet orders, the confirmation must be marked ‘confirmation only’ to avoid duplication. If the Customer orders the wrong Product or quantity, or duplicates orders, clause 12 will apply.
APVM will aim to deliver Products in accordance with the Customer’s order. The Customer’s delivery options, and the prices for them, are set out in the current APVM catalogue or will be notified to the Customer at the time of order. Delivery will be made to the Customer’s usual business address, unless otherwise agreed in writing.
Times and dates for delivery quoted in the APVM catalogue or by APVM’s employees are approximate only and APVM shall not be liable for the consequences of any delay in delivery.
Time for delivery shall not be of the essence. Delivery of Products marked in the catalogue as requiring special handling may (because of their nature) take longer to deliver.
5. Inspection, Transit Delays and Non-delivery
The Customer must inspect all Products as soon as reasonably possible after delivery and shall, within 10 days of delivery or, in the case of (iv), the due date for delivery, give written notice to APVM of:
(i) Any defect in a Product that is apparent on reasonable examination. In this case APVM shall, at APVM’s discretion, replace the Product or refund the purchase price.
(ii) Any shortfall in Products delivered. In this case APVM shall, at its discretion, deliver the undelivered Products or refund the price of the undelivered Products.
(iii) Any delivery of Products not in accordance with the order. In this case APVM shall, at APVM’s discretion, replace the Products or refund the purchase price.
(iv) Any non-delivery of the Products. In this case APVM shall deliver the undelivered Products or refund the price of the undelivered Products.
If the Customer fails to give any such notice, the Customer will be deemed to have accepted the relevant order as being delivered in accordance with the Customer’s instructions and to have accepted the Products as being free from all apparent defects.
The remedies set out above are the Customer’s exclusive remedies in the circumstances described in paragraphs (i) to (iv) above. APVM shall not be liable for any other losses, damages or expenses.
If APVM has not granted credit to the Customer, payment terms are cash or bank draft drawn on a bank in Delhi. The entire payment shall be made against delivery or in advance.
Credit terms (subject to satisfactory references and APVM’s absolute discretion) are available. If credit has been granted, the Customer must pay by the date agreed. All payments must be made without any set-off, deduction or counterclaim.
If any sum is not paid on the due date for payment:
(i) APVM reserves the right to claim interest from the Customer, such interest to be calculated on the unpaid amount and to accrue during the period such amount remains unpaid, at the rate of 18% per annum. In addition to this, for bounced and/or returned cheques/bank draft the Customer will be charged Rs. 500/- together with additional charges, if any, as determined by APVM; and
(ii) APVM may suspend delivery of the Products to be delivered under the order. In addition APVM shall be entitled to treat the contract as repudiated by the Customer if the Customer fails to pay any such unpaid amount within 14 days of notice by APVM.
7. Passing of Risk and Property
Risk of loss of or damage to the Products shall pass to the Customer on delivery. Ownership of the Products shall not pass to the Customer until all sums due to APVM from the Customer for those Products have been received by APVM, and until that time APVM shall be entitled to the immediate return of all Products if the Customer is late in paying any sum to APVM. The Customer authorizes APVM and its agents to enter any premises of the Customer and to recover the Products for that purpose.
8. Product and Availability Information
APVM reserves the right to discontinue any Product or to change its design at any time. Unless otherwise confirmed, nothing in the Catalogue is to be taken as a representation of the source of origin, manufacture, or production of any Products or any part of them.
For Products: APVM warrants that the Products will be manufactured of good materials and with good workmanship. If any Product is defective under this warranty, APVM will, at its option, replace or repair the Product or refund the purchase price. This warranty is subject to a claim being notified in writing to APVM within 3 months of the date of dispatch of the Product, or such other longer period as may be indicated by APVM for specific products from time to time.
For Services: APVM warrants that the Services will be delivered with good workmanship. If any Service is defective under this Warranty, it will, at its option, either rectify the Service or supply to the Customer free of charge a substitute Product in place of the defectively serviced Product. This warranty is subject to a claim being notified in writing to APVM within 3 months of the date of the invoice, or such other periods as may be indicated by APVM for specific Products from time to time.
These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of APVM. The Customer must deal with the defective Products in accordance with APVM’s instructions.
The Customer must contact APVM to notify APVM in advance of the return of any Products and obtain a returns number, to be quoted on all paperwork. Returned Products must be accompanied by an advice note stating the invoice number and the nature of the defect. Where the Customer does not return Products in accordance with this clause 9, APVM may refuse such Products and return them to the Customer at the Customer’s cost.
The remedies set out above shall be APVM’s sole liability and the Customer’s sole remedy for any breach of warranty and in respect of the supply of Products and/or Services. Save as expressly provided in these terms and conditions, all implied warranties, terms and conditions concerning the supply of Products and/or Services are excluded to the fullest extent permitted by law (including, without limitation, the implied terms of satisfactory quality, fitness for purpose and provision of services with reasonable care and skill). APVM will not be liable to the Customer for any loss, damage or liability which arises out of the breach of implied warranties, terms or conditions or breach of any other duty of any kind imposed on APVM by operation of law. The Customer acknowledges that it is responsible for ensuring that the Products and Services it orders are fit for the purposes for which it intends to use them.
10. Limitations of Use
Products sold by APVM are not recommended or authorized for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.
APVM shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, injuries, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the APVM technical helpline) whether or not due to its negligence or that of its employees, agents or sub-contractors.
APVM shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with: (i) any express or implied terms of the contract between APVM and the Customer, or of any order accepted by APVM; (ii) any duty of any kind imposed on APVM by law; or (iii) any defect in the Products or Services.
If, notwithstanding any provisions of these terms and conditions, any liability attaches to APVM, APVM’s liability to the Customer arising out of or in connection with these terms and conditions or any order whether in contract, tort or otherwise in respect of one or more of (i) any express or implied terms of the contract between APVM and the Customer, or of any order accepted by APVM; (ii) any duty of any kind imposed on APVM by law; or (iii) any defect in the Products or Services, shall be limited in the aggregate to the total value of the order.
12. Cancellations and Returns
The Customer may not cancel orders once accepted
by APVM. However in some cases, APVM may, at its discretion and in writing,
allow an order to be cancelled where there is no fault with the product.
In the event of cancellation of part of any order only, APVM may invoice the Customer any difference in selling price per unit applicable to the quantity actually dispatched up to the time of cancellation compared to the quantity ordered.
All products are returned at the risk of the Customer and APVM accepts no responsibility for any loss of or damage to them.
In the event, the material is dispatched to APVM office for return without prior approval, APVM may refuse to accept the return and return the products to the Customer at the Customer's expense or may apply a handling charge which relates to the actual cost of reprocessing.
13. Rights in the Catalogue
The Customer acknowledges that APVM and its licensors own the intellectual property rights in the catalogue, the catalogue content and the stock numbers, and that their whole or partial reproduction without APVM’s prior written consent is prohibited.
14. Force Majeure
A force majeure event is any event beyond the reasonable control of APVM (including strikes, traffic congestion, the downtime of any external line, or APVM’s inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If APVM is prevented or restricted from carrying out all or any of its obligations by reason of any force majeure event, then APVM shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than 14 days, APVM may cancel the affected order or cancel the whole or any part of these terms and conditions, without any liability to the Customer.
15. Privacy and Customer Information
APVM may disclose, on a confidential basis, the Customer’s and its employees’ details to organizations working on behalf of APVM for the proper fulfilment of orders.
APVM may send to the Customer and its employees details of other products and services that may be of interest. If the Customer or its employees do not wish to receive details of these other offers, or wish to amend or correct their details, then they should contact the APVM marketing department either in writing at APVM Electronics Private Ltd, SF: 17 & 18, Pearl Omaxe Tower, Netaji Subhash Place, Pitampura, Delhi- 110052, India, by telephone on 011–45504821 or by email on email@example.com.
The Customer consents to APVM disclosing the Customer’s name to certain of APVM suppliers for market research and commission purposes.
16. Law and Jurisdiction
The contract between APVM and the Customer as applicable to each Customer order shall be governed by and interpreted in accordance with Indian law and the parties agree to submit to the exclusive jurisdiction of the Delhi courts only.