Prakruthi Entrepreneurs Terms and Conditions of Purchase

Prakruthi Entrepreneurs ("Buyer") agrees to purchase those products, materials, and other goods (collectively, the "Goods") from the seller listed on the purchase order to which these Terms and Conditions of Purchase are attached ("Seller"), on the following terms and conditions of sale (collectively, these "Terms and Conditions"). Any alteration of these Terms and Conditions shall have no force or effect unless agreed to in writing by an authorized signatory of Buyer. These Terms and Conditions and the purchase order to which they are attached shall constitute the entire agreement (collectively, the "Agreement") between Buyer and Seller. A failure by either party to enforce any rights under the Agreement shall not be deemed to constitute a waiver of those or any other rights under the Agreement.


Seller's commencement of work on the Goods, shipment of the Goods, or written acknowledgment, whichever occurs first, shall be deemed an effective mode of acceptance of the Order by Seller and will thereby form a binding contract which cannot be modified or cancelled by Seller without the written consent of Buyer. Any acceptance of the Order is limited to acceptance of the express terms contained in the Agreement.

Prices and Payments

Payments are due sixty (60) days after the last to occur of (a) Buyer's receipt of the Goods and (b) Buyer's receipt of a valid invoice for the Goods. All prices are quoted and payable in Indian Rupees/U.S. dollars. Unless otherwise noted in the quotation and agreed to by Buyer, delivery terms are FCA the delivery point set forth on the Order, or such other location as specified by Buyer. Seller warrants to Buyer that the prices for the Goods sold to Buyer pursuant to the Order are not less favorable than those currently extended to any other customer for the same or similar articles in similar quantities. If Seller reduces its price for any such article prior to delivery of all the Goods to Buyer, Seller agrees to reduce the price of the Goods delivered to Buyer pursuant to the Order correspondingly. The price stated in the Order includes all charges for packaging, handling, and freight. No modification or adjustment of the price stated in the Order may be made without the signed written agreement of Buyer. If the price of any Goods is not stated on the Order, the price for such Goods shall be the lower of the price last quoted or paid for such Goods, or the prevailing market price for such Goods.

Identification Packing Lists

All invoices, packing lists, packages, shipping notices, instruction manuals, and other written documents with respect to the Order shall contain the applicable order number. Packing lists shall be enclosed in each package shipped pursuant to the Order, indicating the contents of each such package.


Unless otherwise indicated on the Order, Buyer agrees to pay all applicable state sales and use taxes. Notwithstanding the above, Seller shall not collect, and Buyer shall not pay, any tax or duty for which Buyer furnishes to Seller a properly completed exemption certificate or a direct payment permit certificate is disallowed by the proper taxing authority. If a refund opportunity arises with respect to any tax or duty paid by Buyer as a result of the sale of the Goods pursuant to the Order, Buyer and Seller shall reasonably work together to pursue such refund. If Seller receives such refund, then Seller agrees to promptly refund the full amount of the refund or credit to Buyer.


Buyer shall have the right, at any time, to make changes in drawings, designs, specifications, materials, packaging, time and place of delivery, and method of transportation. Unless agreed otherwise, when documents are returned to Seller for revision, Seller shall revise and return documents to Buyer within (10) days. Seller shall notify Buyer immediately if changes to the Order affect delivery, the cost of the Goods, or the time required for performance. If any such changes cause an increase or decrease in the cost, or the time required for performance, an equitable adjustment shall be made, and the Order shall be modified, in writing, accordingly. Seller agrees to accept any such changes requested by Buyer subject to this paragraph. Nothing in the Agreement shall oblige Buyer to accept Goods which do not reasonably comply with the Order. Seller is not permitted to substitute Goods or any part thereof for those specified in the Order unless authorized in writing by Buyer. If Seller outsources some of or all the work on this order, Seller must disclose this to the Buyer at time of quote. Buyer reserves the right to reject materials that are substantially completed by a third party without Buyer approval.


In no event shall Buyer be liable for special, indirect, incidental, consequential, or punitive damages, or expenses incurred by Seller, Seller's customers, or any third party, whether arising from breach of contract, warranty, negligence, strict liability in tort, or other theories of law or equity, including, without limitation, loss of profits or revenue, loss of use, cost of capital, cost of substitutes, downtime, service interruption, or any other type of economic loss, and in no event shall Buyer’s liability exceed the purchase order amount.


If delivery of Goods is not made on or before the delivery date indicated on the Order, Buyer may, in addition to its other rights, cancel the Order, without any liability whatsoever. If, in order to comply with the delivery date indicated on the Order, it becomes necessary for Seller to ship by a more expensive way than specified in the Order, any increased costs shall be paid by Seller, unless the necessity for such rerouting or expedited handling has been caused by Buyer. Buyer reserves the right to refuse C.O.D shipments.

Delivery and Risk Of Loss

A. Title and Risk of Loss

All Goods shall become the property of Buyer upon payment or upon delivery, whichever occurs later. The risk of loss or damage prior to completion of delivery shall be upon Seller, and any such loss or damage to the Goods shall not release Seller from any obligation hereunder.

B. Delivery

Time is of the essence with respect to all delivery dates indicated on the Order. Seller is responsible for proper and adequate transport, packaging, and crating of all Goods in accordance with the best commercial standards. All Goods shall be packed to prevent damage by transport, vibration, moisture, humidity, dust, temperature, corrosion (external and internal), and other hazards prevalent during delivery.

C.Acceptance of Goods

Payment for the Goods delivered shall not constitute acceptance of the Goods. Buyer shall have the right to inspect the Goods and to reject any of the Goods which are, in Buyer's judgment, damaged, defective, or nonconforming. Buyer may return to Seller any Goods rejected by Buyer and any Goods supplied in excess of quantities called for in the Order, at Seller's expense and, in addition to Buyer's other rights, Seller shall pay to Buyer all expenses of unpacking, examining, repacking, and reshipping such returned Goods. If Buyer receives Goods whose defects or nonconformities are not apparent on examination, Buyer reserves the right to require replacement, as well as payment of damages, upon Buyer's discovery of any such defects or nonconformities. Nothing contained in the Agreement shall in any way relieve Seller from obligation of testing inspection, and quality control.

D.Partial Shipment:

Partial shipment of Goods to be delivered pursuant to an Order will not be made without Buyer's knowledge and consent. In the event a complete shipment cannot be made by the delivery date indicated on the Order; Buyer will be notified and asked whether entire shipment shall be held, or partial shipment made. If partial shipment, with Buyer's approval, is made, excess freight charges, if any, will be billed to Seller.


A.For Cause

Buyer may terminate the Order, without penalty, by giving notice thereof to Seller. (a) in the event of a breach by Seller of any of the provisions or warranties of the Agreement, (b) if Seller does not deliver to Buyer all of the Goods on or before the delivery date indicated on the Order, (c) if the Goods are defective, incomplete, or otherwise do not confirm to the Order, (d) if Seller fails to provide Buyer with reasonable assurances of future performance; or (e) if Seller becomes insolvent, enters bankruptcy, receivership, or other like proceeding (voluntarily or involuntarily), or makes an assignment for the benefit of creditors. Seller shall be liable for damages suffered by Buyer resulting from Seller's breach of the Agreement.

B.For Convenience of Buyer

Buyer may terminate the Order or any part of the Order for Buyer's sole convenience. In such event, Seller shall immediately stop all work under the Order and cause any of its suppliers or subcontractors to cease all such work. Buyer shall pay to Seller a reasonable termination charge, consisting of a percentage of the Order price reflecting the percentage of the work performed prior to notice of termination, plus actual direct costs resulting from termination. Seller shall not be paid for any work done after receipt of notice of termination, nor for any costs incurred by Seller's suppliers or subcontractors which Seller could reasonably have avoided.


Seller warrants to Buyer that: (a) all Goods shall confirm to the specifications set forth on the Order and to appropriate standards, will be new, and will be free from defects in design, materials, and workmanship for twenty-four (24) months from the date of Buyer's acceptance thereof, or such other period, if any, as expressly stated on the Order (the "Warranty Period"); (b) all Goods will confirm to any statements made on containers, labels, or advertisements for such Goods; (c) all Goods will be adequately contained, packaged, marked, and labeled; (d) all Goods will be merchantable, free of all liens, claims, and encumbrances whatsoever, and will be safe and appropriate for the purpose for which Goods of that kind are normally used; (e) the Goods will confirm in all respect to samples;and (f) all Goods are and will be free from any claims for copyright, trademark, licensing agreement, or patent infringement. If Seller knows or has reason to know the particular purpose for which Buyer intends to use the Goods, Seller warrants to Buyer that the Goods will be fit for such particular purpose. Any inspection, test, acceptance, or use of the Goods shall not affect Seller's obligation under these warranties, and such warranties shall survive any such inspection, test, acceptance, and use. Seller's warranties shall run to Buyer and Buyer's successors, assigns, and customers, and users of products sold by Buyer. Seller agrees to replace or correct defects of any Goods not conforming to the foregoing warranties, without expense to Buyer, promptly after Buyer has notified Seller of any such nonconformity. If Seller fails to promptly replace or correct defects in nonconforming Goods, Buyer, after reasonable notice to Seller, may make such corrections or replace such Goods and charge Seller for the cost incurred by Buyer in doing so, and Seller shall then pay to Buyer the amount so charged. All damages proximately caused by the breach of the foregoing warranties, such as removal and reinstallation costs, inspection costs, and all shipping costs of repaired or replaced Goods will be at Seller's expense. Goods which are repaired or replaced under these warranties are further warranted for twenty-four (24) months from the date such repaired or replaced Goods are delivered to Buyer. If Seller fails to respond to Buyer's notice of defect within ten (10) days, Buyer shall have the right to have defective Goods corrected by other means, and Seller shall reimburse Buyer for the cost of such correction.


Seller shall defend, indemnity, and hold harmless Buyer and all of its officers, agents, and employees from and against all damages, claims, losses, liabilities, and expenses, including reasonable attorneys' fees, arising out of or resulting in any way from defect in the Goods, any claimed infringement of any copyright, trademark, patent, or licensing agreement with respect to any of the Goods, Seller's breach of the Agreement, or from any act or omission of Seller or Seller's agents, employees, representatives, or contractors. This indemnification shall be in addition to the warranty obligations of Seller and shall survive the termination of the Agreement.

Force Majeure

Buyer may delay delivery or acceptance of Goods upon the occurrence of causes beyond Buyer's control, whereupon Seller shall hold such goods at the direction of Buyer and shall deliver the Goods when the cause affecting the delay has been removed, as indicated by Buyer's notice to Seller. Causes beyond Buyer's control shall include, without limitation, government action, strike or other labor trouble, cyber-attack, epidemic, fire, unusually severe weather, or any other Act of God. Notwithstanding any provision hereof to the contrary, the reduction, depletion, shortage, curtailment, or cessation of Seller’s supplies or reserves or any other supplies or materials of Seller shall not be regarded as an event of force majeure. If Seller is affected by a force majeure event, Seller shall give notice to the Buyer within ten (10) days following the occurrence and shall apprise the Buyer of the probable extent to which the Seller will be unable to perform or will be delayed in performing its obligations. The Seller shall exercise due diligence to eliminate or remedy the force majeure cause and shall give the Buyer prompt notice when that has been accomplished. Notwithstanding the foregoing, within Seven (7) days following Seller’s declaration of a force majeure event which prevents its full or timely delivery of the goods hereunder, Buyer may at its option and without liability (1) require Seller to apportion among its customers the goods available for delivery during the force majeure period; (2) cancel any or all delayed or reduced deliveries; or (3) cancel any outstanding deliveries hereunder and terminate this contract. After cessation of a force majeure event declared by Seller, Seller shall, at Buyer’s option but not otherwise, be obligated to deliver goods not delivered during the force majeure period.

Cyber Security

Seller warrants to Buyer: (a) it has established and adheres to cyber security standards and processes during all equipment and product development and testing procedures, (b) software and related electronic documentation provided to Buyer does not contain any computer code that would cause a product vulnerability, unauthorized access, loss of functions, malware intrusion, or any other compromise to confidentiality, integrity, or availability. Without limiting any other rights Buyer may have under the Agreement, if such virus or other contaminant is brought into Buyer's computer environment, by or through Seller, Seller shall reimburse Buyer for all labor and material costs (whether internal or third party) incurred by Buyer to identify, contain, and correct the effects.

Applicable Law

The Agreement and the respective rights and obligations of the Buyer and Seller shall be governed by and construed according to the laws of the Commonwealth of Pennsylvania, without regard to the principles of conflicts of law thereof.


Any notices or other communications or deliveries required or permitted to be provided hereunder to shall be in writing and, if to Buyer, shall be sent to Prakruthi Entrepreneurs Private Ltd, #1-6-69/1/26/A/1, Paramount Apartment, 2nd floor, D.K Road, Balkampet, Ameerpet, Hyderabad, Telangana, INDIA-500016.


Seller may not assign or transfer the Agreement without the prior written consent of Buyer.

Confidential Information

Seller shall consider all information furnished by Buyer to be confidential and shall not disclose any such information to any other person or entity or use such information itself for any purpose other than the performance of the Order. Seller shall not advertise or publish the fact that Seller is under contract to Buyer nor shall any information relating to the Order be disclosed without Buyer's written permission.


If any provision of the Agreement shall be found to be inoperable or in violation of any law or regulation, only that provision shall be stricken from the Agreement and the remainder of the Agreement shall not be affected.

Prakruthi Entrepreneurs Terms and Conditions of Sale New Equipment Packages

Prakruthi Entrepreneurs (hereinafter called “Seller”) agrees to sell equipment (hereinafter called the “Goods”) to the Purchaser (hereinafter called the “Buyer”) on the following terms and conditions of sale. Any alteration of these terms and conditions shall have no force or effect unless agreed to in writing by an officer of Seller or such other authorized signatory of Seller as designated in writing by Seller. The terms and conditions as set forth herein and our quotation or as modified by written agreement shall constitute the entire agreement (hereinafter called the “Agreement”) between Seller and Buyer. A failure by either party to enforce any rights under this Agreement shall not be deemed to constitute a waiver of those or any other rights under this Agreement. These Terms and Conditions of Sale shall be deemed accepted by Buyer upon Seller’s receipt of Purchase Order from Buyer. No condition stated by Buyer shall be binding upon Seller if in conflict with, inconsistent with, or in addition to the Terms and Conditions of Sale, unless expressly accepted in a writing signed by Seller. In the event of conflict or differences in the terms or conditions of Buyer’s Purchase Order and the Terms and Conditions of Sale herein, the Terms and Conditions of Sale shall govern.


All orders are subject to acceptance and approval by Seller’s credit department and are not binding until and unless so approved and accepted. Written acknowledgement of an order shall constitute acceptance and will thereby be a binding contract which cannot be modified or cancelled by Buyer without written consent of Seller.

Prices And Payments

All prices are quoted and payable in Indian Rupees/U.S. dollars, unless otherwise noted. Quoted prices shall remain valid for thirty (30) days unless written communication is received by Seller prior to such time. Seller reserves the right to restrict or modify the terms of payment or to require payment prior to shipment if, in Seller’s opinion, the Buyer’s financial condition or other circumstances do not warrant shipment on the terms originally specified in the Agreement. Unless expressly agreed to in writing on a specific contract or order, pending satisfactory credit review, Seller standard payment terms are:

A. For orders under 5,00,000 rupees the payment terms shall be Net 30 days from date of shipment, with no retainage held.

B. For orders over 5,00,000 rupees the following terms shall apply, assuming satisfactory credit review: 50% of order value from date of accepted purchase order. 20% of order value upon release for production for material procurement. 30% of order value at readiness to ship.

C. All invoices are to be paid Net 30 days.

D. In those cases where progress payments are required, all work on the order will cease if payment is not received in accordance with the payment schedule.

E. Payment retention will not be allowed. In the instance where an invoice is disputed, all undisputed portions remain payable within Net 30 days terms.

F. Interest at the rate of one and one-half percent (1 ½%) per month or at the highest rate allowed by law, whichever is less, shall be charged to all overdue accounts. Buyer will reimburse Seller for all costs and expenses (including attorney’s fees and the costs of bringing any action) incurred in collecting any amounts past due.


The prices quoted do not include any taxes. Any sales tax, use tax, excise tax, goods, and service tax (GST), value added tax (VAT), customs tax, or other tax of any nature whatsoever imposed by any government authority on the transaction between Seller and Buyer (plus interest and penalties thereon, if any) shall be paid by the Buyer in addition to the prices quoted and invoiced. If Seller is required to pay any such taxes, Buyer shall reimburse Seller on demand. At the time of an order, Buyer shall provide Seller with any tax exemption certificates or other documents acceptable to the taxing or customs authorities.


Seller’s liability with respect to the Goods sold hereunder shall be limited to the warranty provided in Section 10 of these Terms and Conditions and shall be limited to the contract price. In no event shall Seller be liable for special, indirect, incidental, consequential or punitive damages, or expenses incurred by Buyer, Buyer’s customers or any third party, whether arising from breach of contract, warranty, negligence, strict liability in tort or other theories of law or equity, including, but not limited to, liquidated damages, loss of profits or revenue, loss of use, cost of capital, cost of substitutes, downtime, service interruption, or any other type of economic loss.

Shipping or Service Date

Shipping or service dates are estimates and not a guarantee of a particular day of shipment or service. Seller shall not be liable in any way for any default or delay in shipping or service due to contingencies beyond its control which prevent or interfere with Seller making delivery or providing service on the date specified, including, but not limited to, war, restraints affecting shipping, delivery of materials or credit as a result of war or war restrictions, non-arrival, delay or failure to procure materials as a result of war or war restrictions, rationing of fuel, strikes, lockouts, fires, bombings, terrorism, accidents, floods, droughts, cyber-attacks, and any other contingency affecting Seller, its suppliers, or subcontractors: and Seller shall have the right to cancel a contract of sale or to extend the shipping or service date in the event that one or more of such contingencies prevents or delays shipment or service.


Title and Risk of Loss

All products will be delivered Prakruthi Entrepreneurs, Hyderabad, unless otherwise agreed by both parties in writing. In no event shall Seller be liable for any delay in delivery or assume any liability in connection with shipment, nor shall the carrier be deemed an agent of Seller.

Acceptance of Products

Buyer shall inspect all products promptly upon receipt. All claims by Buyer, except only those provided for under Warranty clauses, which are not asserted in writing by Buyer within Seven (7) days of receipt are waived.

Delays by Buyer

If Goods cannot be shipped to Buyer when ready due to any cause not attributable to Seller, upon notice to Buyer, Seller may ship such Goods to storage. If such Goods are placed in storage, including storage at the facility where manufactured, the following conditions shall apply: (i) all risk of loss or damage shall thereupon pass to Buyer; (ii) title shall transfer to Buyer; (iii) any amounts otherwise payable to Seller upon delivery shall be payable upon presentation of Seller’s invoice; (iv) the Goods shall be deemed as shipped and the warranty time period shall commence; (v) all expenses incurred by Seller, such as preparation for and placement into storage, handling, inspection, preservation, insurance, storage and removal charges, and any taxes shall be payable by Buyer; and (vi) when conditions permit and upon payment of all amounts due hereunder, Seller shall resume delivery of Goods to the originally agreed point of delivery.

Delays in Inspection

If Goods cannot be shipped to Buyer when ready due to delay of Buyer’s in-person inspection, upon notice to Buyer, such delay shall constitute a waiver of Buyer's rights of in person inspection and rejection and an acceptance by Buyer of an inspection report, as determined and compiled at Seller’s sole discretion. Such acceptance shall be in addition to the remedies for Delays by Buyer outlined herein.

Partial Shipment

Partial shipment of an order will not be made without Buyer’s knowledge or consent. In the event a complete shipment cannot be made by the required date, Buyer will be promptly notified. If partial shipment with Buyer’s approval is made, excess freight charges, if any, will be billed to the Buyer.

Cancellation, Postponement or Change Orders

Orders are not subject to Buyer’s cancellation, postponement, or change in specifications, shipping schedules, or other conditions originally agreed upon without Seller’s written consent and then only upon agreement to compensate Seller for any or all losses caused by such cancellation, postponement, or changes. Cancellation charges of between twenty percent (20%) and one hundred percent (100%) of the total price of the contract will be invoiced, as determined at Seller’s sole discretion, depending on the status of completion plus Seller’s non-recoverable costs attributed to the Buyer’s order. If Seller’s manufacturing is delayed or postponed by Buyer, Seller shall be entitled to an equitable price adjustment. If Buyer delay extends for more than thirty (30) days and the parties have not agreed upon a revised basis for continuing the work at the end of the delay, including adjustment of the price, then upon written notice, Seller may terminate the order whereupon Buyer shall promptly pay Seller its cancellation charges as described herein. Seller may terminate the Agreement without liability to Buyer if (i) Buyer shall materially breach any of the terms and conditions of this Agreement and shall fail to cure such material breach within Seven (7) days after written notice from Seller; or (ii) Buyer shall become insolvent; or (iii) a petition under the Bankruptcy Act or any other insolvency law shall be filed by or against Buyer; or (iv) Buyer shall make assignment for the benefit of creditors; or (v) Buyer shall fail to make timely payment of any obligation owed by it to Seller; or (vi) in the event Seller reasonably believes that Buyer is unable to make full and prompt payment as required hereunder. Buyer agrees that it shall, no later than thirty (30) days following the effective date of termination of this Agreement, pay all monies owed to Seller at the time of any such termination regardless of any terms of payment that may have otherwise been granted to Buyer by Seller. Seller shall not by reason of its termination of this Agreement in accordance with the terms hereof, be liable to Buyer for compensation or reimbursement of any damages on account of loss of profits or prospective profits on anticipated sales, or on commitments in connection with the business or goodwill of Buyer or otherwise or for direct, indirect, punitive, special, consequential, or liquidated damages.

Limited Warranty

Unless otherwise stated in Seller’s quotation, Seller warrants the products and parts that it manufactures will be free from defect in materials and workmanship for twelve (12) months from the date of start-up, but not to exceed fifteen (15) months from the date of readiness to ship. Performance warranties (if any) are limited to those specifically included in Seller’s proposal and identified as such. Goods (including accessories, components, and parts thereof) furnished by Seller but manufactured by others is not warranted by Seller and such Goods shall carry the warranty (if any) which the manufacturer has conveyed to Seller to the extent it can be passed on to the Buyer. Seller shall, upon prompt written notice by the Buyer, correct such non-conformities, at Seller’s option, by either repair or replacement. All such defective Goods shall follow the RMA policy set forth in clause and be sent at Buyer’s expense directly to Seller’s headquarters located at Paramount Apartment, DK Road, Balkampet, Hyderabad, Telangana-500016 or an Authorized Service Center. Shipment of repaired or replacement Goods will be at Seller’s expense. Seller warrants any Goods repaired or replaced pursuant to the above warranty to be free from defects in materials and workmanship for the longer of: (a) a period of thirty (30) days after the start-up of such repaired or replaced Goods or (b) the period remaining on the warranty. Goods must be maintained per Seller’s Operations and Maintenance manual, including proper maintenance documentation, for the warranty to remain valid. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, OR IMPLIED, INCLUDING ANY WARRANTY OF PERFORMANCE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO REPRESENTATION, CONDITION OR WARRANTY, INCLUDING, BUT NOT LIMITED TO, STATEMENTS OF CAPACITY, SUITABILITY FOR USE, OR PERFORMANCE, WHETHER MADE BY SELLER, EMPLOYEES OR REPRESENTATIVE PERSONNEL, SHALL BE CONSIDERED TO BE A WARRANTY BY SELLER FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILITY OF SELLER WHATSOEVER AND ALL SUCH IMPLIED WARRANTIES ARE HEREBY DISCLAIMED BY SELLER AND EXCLUDED FROM ANY CONTRACT RESULTNG OR ARISING FROM OR OTHERWISE EVIDENCED BY THIS AGREEMENT. Failure to notify Seller in writing within seven (7) days of discovery of any unsatisfactory operation, improper maintenance or installation shall terminate this Warranty. The above warranties do not apply to products which are (a) repaired, modified or altered by any party other than Seller or Seller’s Authorized Service Center; (b) subjected to unusual physical, thermal, or electrical stresses, corrosion or erosion, improper installation, improper grounding, improper maintenance, lack of lubrication, misuse, abuse, accident or negligence in use, improper storage, transportation or handling, or (c) considered a consumable item or an item requiring repair or replacement due to normal wear and tear. SELLER SHALL NOT BE LIABLE FOR SPECIAL OR CONSEQUENTIAL DAMAGES WHICH MAY ARISE UNDER THIS CONTRACT WHETHER SUCH LIABILITY IS IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND IN NO CASE SHALL SELLER’S LIABILITY EXCEED THE PRICE OF THE NONCONFORMING GOODS.

Nonconforming Goods

Any rejection of nonconforming Goods must be made by the Buyer within seven (7) days of delivery and Buyer must give written notice to Seller within that period. Such notice shall contain a description of the alleged non-conformity. Upon receipt of such notification, Seller will arrange for the return of the Goods, at Seller’s expense, and upon confirmation of the nonconformity, Seller, at Seller’s expense, will ship conforming Goods to Buyer.

Returns and Repairs

When Goods are returned for repair, the Buyer must contact Seller’s customer support department for shipping instructions and a Return Material Authorization (RMA). Buyer must ship product in original packaging or equivalent, with the RMA clearly marked on the outside of the package, freight prepaid. Seller shall not be responsible for any damage occurring in transit or obligated to accept products returned without RMA. Buyer bears all risk of loss or damage to the returned product until delivery at Seller’s designated facility. Any return shipment received by Seller without an RMA or whose contents are not received in their original condition, may be reshipped by Seller freight collect to Buyer. The RMA supersedes any implied return authorization whether oral or in writing that does not include an RMA.

Returns For Credit

No returns for credit will be accepted unless Seller’s written permission has been obtained in each case in advance.

Applicable Laws

This Agreement and the respective rights and obligations of the Buyer and Seller with regard hereto shall be governed by and construed according to the laws of the Commonwealth of Pennsylvania, without regard to the principles of conflicts of law thereof.


All notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be sent to Prakruthi Entrepreneurs Pvt Ltd, 2nd floor, Paramount Apartment, DK Road, Balkampet, Ameerpet, Hyderabad, Telangana-500016.


Neither party may assign or transfer this Agreement without the prior written consent of the other party.

Confidential Information

Any design specifications, manufacturing drawings, technical data or other information or materials submitted to Buyer and identified by Seller as confidential are and shall remain the exclusive property of Seller. Buyer agrees to treat such information as confidential and shall not reproduce or disclose such information without the express prior written consent of Seller.

Waiver Of Subrogation

Buyer agrees to waive all subrogation rights towards Seller.

Data Use

The Goods may include data monitoring services. The data received by Seller may be used by Seller and certain third-party distributors and contractors for the sole purposes of increasing overall customer service and determining claims of warrantability. Seller will use commercially reasonable efforts to ensure that Buyer’s data is kept confidential. Buyer may request discontinuance of data monitoring service at any time, subject to waiver of all and any remaining warranties.

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