Terms & Conditions of Sale

1. These terms

These terms apply to every quotation, order acceptance and supply by Astratech Solutions. They override any terms on your purchase order, portal or standard conditions unless we have expressly agreed otherwise in writing signed by us.

Where we have signed a separate supply agreement with you, that agreement prevails over these terms to the extent of any conflict.

2. Quotations and orders

A quotation is valid for 30 days from its date unless it says otherwise, and is not an offer we are bound by until we accept your order.

A contract is formed when we accept your purchase order in writing. Your order must state the part number, revision, quantity, and required delivery date.

A quotation is priced against the drawing revision named on it. If you issue a later revision, the price and lead time are re-quoted.

3. Drawings, specifications and approvals

You are responsible for the accuracy and completeness of the drawing, wire list and specification you supply, and for confirming that the design is fit for your application. We build to what the drawing says.

Where a drawing is silent, ambiguous or internally inconsistent, we will ask before proceeding rather than assume. Any resulting delay is not attributable to us.

We do not substitute a connector, contact, cable or plating for anything other than what the drawing specifies without your written approval. Where a specified part is obsolete or on long lead, we propose an alternate and wait for your decision.

Where a first article is called for, the batch runs only after your written sign-off. If you waive first-article approval, you accept the batch against the drawing alone.

4. Prices, currency and taxes

We quote in INR, EUR or USD. Where a quotation is in a currency other than Indian Rupees, the rate is fixed on the face of the quotation and holds for its validity period; bank charges and any currency conversion cost on your side are yours.

For supply within India, prices are exclusive of Goods and Services Tax, charged at the rate applicable on the date of the tax invoice.

For export supply, goods are zero-rated for Indian GST. Import duty, VAT and customs clearance in the destination country are the importer’s responsibility and are not included in our price. For EU and UK buyers this means you are the importer of record unless the quotation expressly says otherwise.

Prices are exclusive of freight, insurance and packing beyond our standard protective packing, unless the quotation says otherwise.

Prices are based on the material costs current at the date of quotation. Where the price of copper, a connector or a cable moves materially between quotation and order, we may re-quote before accepting the order. We do not change the price of an order already accepted.

5. Payment

Payment terms are as stated on the quotation or agreed in writing. Where none are stated, payment is due within 30 days of the date of invoice.

Time for payment is of the essence. We may charge interest on sums overdue, and may suspend further deliveries while an account is overdue.

You may not withhold or set off any amount against an invoice on account of a claim you have not notified to us in writing under clause 10.

6. Delivery, quantity and title

Delivery dates are given in good faith and are estimates. We will tell you promptly if a date is at risk. Time of delivery is not of the essence unless we have agreed otherwise in writing.

For a build-to-order run we may deliver, and invoice, within a tolerance of ±5% of the ordered quantity, which is normal for cut-and-terminate work.

Risk in the goods passes to you on delivery. Title passes only when we have received payment in full for that consignment.

Where delivery is delayed by an act or omission of yours — a late approval, an unavailable free-issue part, a hold on your instruction — we may invoice for work completed and store the goods at your cost and risk.

7. Export supply, Incoterms and compliance

We supply internationally. Unless the quotation states otherwise we work to EXW, FCA, FOB, CIF or DAP (Incoterms® 2020), and the rule that applies to your order is the one named on the quotation — it decides who arranges carriage, who insures the goods, who clears customs and at what point risk passes.

We provide the commercial invoice, packing list and, where applicable, a certificate of origin. We will state the HS classification we have used; the final tariff determination rests with the customs authority in your country.

• Material declarations — RoHS and REACH SVHC statements for the parts actually used — are issued on request at no charge.
• A wire harness supplied as a component is not normally CE marked in its own right. Where your equipment carries a CE or UKCA mark, we build to the specification that supports it, and will state in writing what we have and have not verified.
• Where your assembly is destined for a regulated end use, tell us at enquiry stage. It changes the material specification and the records we keep, and it is far cheaper to design in than to retrofit.

You confirm that your order does not require an export licence under Indian law, and that the end use and end user are lawful in your jurisdiction. If either changes, tell us before shipment.

8. Free-issue material and tooling

Where you supply material for us to build with, it is your responsibility that it is correct, sufficient and fit for the process. We inspect it for obvious damage on receipt but do not verify its specification.

Please allow a reasonable scrap allowance on free-issue material. We are not liable for the cost of free-issue material consumed in normal set-up and process loss.

Tooling and fixtures we buy or make specifically for your job, and separately charge to you, become yours; we hold them for you and maintain them while your orders are live. Tooling we fund ourselves remains ours.

9. Inspection and testing

Every assembly is checked for continuity and correct pin-out before dispatch. Additional testing — insulation resistance, hipot, pull-force sampling — is carried out where the drawing or the order calls for it, and is quoted accordingly.

The acceptance class under IPC/WHMA-A-620 is agreed at quotation. Where none is agreed, we build and inspect to Class 2.

You should inspect goods on delivery and notify any shortage, damage in transit or visible non-conformity within 7 days of receipt.

10. Warranty

We warrant that the assemblies we supply will conform to the agreed drawing and revision, and will be free from defects in our workmanship, for 12 months from the date of delivery.

To claim, notify us in writing within that period and within 30 days of discovering the defect, and give us a reasonable opportunity to inspect the assembly. Where a claim is valid, we will at our option repair, replace or credit the affected assemblies. That is your exclusive remedy for a defective assembly.

The warranty does not cover:

• a defect arising from the design itself, where we built to your drawing;
• a defect in free-issue material, or in a part you specified that has failed for its own reasons;
• fair wear and tear, or damage from handling, storage or installation after delivery;
• modification, repair or re-termination by anyone other than us; or
• use outside the electrical, mechanical or environmental limits the parts are rated for.

11. Liability

Our total liability arising out of or in connection with an order, whether in contract, tort, negligence, statute or otherwise, is limited to the invoice value of the goods giving rise to the claim.

We are not liable for loss of profit, loss of production, loss of contract, loss of goodwill, cost of recall, or any indirect or consequential loss, however arising.

Nothing in these terms excludes or limits our liability for death or personal injury caused by our negligence, for fraud, or for anything else that cannot lawfully be excluded.

These limits are the reason the price is what it is. If your application needs us to carry more risk than this, tell us at enquiry stage — it can usually be arranged, and priced.

12. Cancellation and changes

A build-to-order assembly is made specifically for you and cannot be resold. If you cancel or suspend an accepted order, you are liable for material already committed and for work already performed, up to the full order value where the build is complete.

Changes to an accepted order — quantity, revision, delivery date — take effect only when we have confirmed them in writing, with any price or lead-time adjustment.

13. Confidentiality

Each of us will keep the other’s commercial and technical information confidential, and use it only for the purpose of the order. This obligation survives the order.

We will not name you as a customer, or show your assembly as an example of our work, without your written permission.

14. Intellectual property and indemnity

You keep all intellectual property in the drawings and specifications you supply. We keep all intellectual property in our own processes, fixtures and methods.

You warrant that building to your drawing will not infringe any third party’s intellectual property, and you indemnify us against any claim that it does.

15. Force majeure

Neither party is liable for failure or delay caused by an event beyond its reasonable control, including natural disaster, epidemic, war, civil unrest, fire, flood, strike, failure of utilities or transport, government action, or the failure of a supply chain for a specified component.

If the event continues for more than 90 days, either party may cancel the affected order, and you remain liable for work already performed and material already committed.

16. Governing law

These terms are governed by the laws of India. The courts of competent jurisdiction in India shall have exclusive jurisdiction, save that either party may seek interim relief in any court of competent jurisdiction.

The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to any order.

Nothing in these terms removes a right that the law of your own country gives you and does not allow to be contracted out of. Where you buy as a business rather than a consumer, these terms are intended to apply in full.

17. Contact

Questions about these terms, before you order: contact@astratechsolutions.in.