Terms of Sale

These terms apply to every quotation we issue and every sale we make, unless we have signed a separate supply agreement with you that says otherwise. They prevail over any purchase-order conditions of yours that we have not expressly accepted in writing.

Where a letter of credit, contract or purchase order we have accepted contradicts a clause here, the accepted document governs on that point only.

Unless the quotation says otherwise, it is valid for 15 days from its date. Fastener prices follow steel and fastener-grade wire rod, so a lapsed quotation has to be re-priced rather than simply extended.

Quotations are issued in USD, EUR, GBP or INR, as you prefer, on the Incoterm stated, and are subject to the material being available at the manufacturing unit at the time of order confirmation.

A quotation is priced against the specification recorded on it — standard, grade, size, finish, packing and quantity. Any change to those is a new enquiry.

An order is confirmed when we have issued a proforma invoice and you have accepted it in writing, and when the agreed advance or the operative letter of credit has been received.

Until that point we are not obliged to procure material and no delivery period has started to run.

Goods are supplied to the standard and grade named on the accepted proforma invoice. Dimensional and mechanical tolerances are those permitted by that standard.

Catalogue photographs, drawings and weights are indicative. Where appearance or finish matters to your application, ask for a sample or a pre-shipment photograph before production.

Chakraborty Overseas is a merchant exporter. The goods are manufactured by our sourcing partners, and mill test certificates are issued by the manufacturer for the batch supplied.

Prices are quoted on one of the Incoterms we work to as standard (FOB, CFR, CIF, FCA, CPT, CIP), interpreted in accordance with Incoterms 2020.

EXW is available on request only, and must be agreed in writing before we quote on it. Under EXW you take on Indian export clearance yourself.

Where we sell CIF, we insure the goods on Institute Cargo Clauses (C); where we sell CIP, on Institute Cargo Clauses (A) — in each case for 110% of the invoice value, as Incoterms 2020 provides. Wider cover, including war and strikes risks, can be added at your cost if you ask for it before shipment.

Import duty, customs clearance, port charges, local taxes and any levy in the destination country are yours unless the agreed Incoterm places them on us.

Bank charges outside India are for your account. Charges levied by our bank in India are for ours.

We work on advance payment, on an irrevocable letter of credit at sight, or on terms negotiated for buyers with an established record with us. The accepted proforma invoice records which applies.

Title to the goods passes only when we have received payment in full. Risk passes at the point set by the agreed Incoterm, which may be earlier.

Where payment is delayed, we may hold shipment or documents until it is received, and any resulting storage, demurrage or detention is for your account.

Where we have agreed credit terms, any amount unpaid on its due date carries interest at 12% a year, calculated daily from the due date until payment is received in full.

Lead times quoted are working estimates from the date of order confirmation. They depend on the manufacturing unit's production queue and on vessel or flight availability, and they are not conditions of the contract unless we have agreed a fixed date in writing.

Sea freight loads at Kolkata, Haldia, Nhava Sheva (JNPT), Mundra, Chennai, Tuticorin, Visakhapatnam, Cochin, Kandla or Krishnapatnam. Air freight leaves from Kolkata, Chennai, Mumbai or Delhi. Another port or airport can be used where we have agreed it. Partial shipment is permitted unless the accepted order or the letter of credit prohibits it.

We are not liable for delay caused by the carrier, by port or customs congestion, or by any authority in India or in the destination country.

You may appoint a third-party inspection agency of your choosing to inspect the goods at the manufacturing unit before dispatch. Tell us at the time of order confirmation so that it can be scheduled; the agency's fees are yours.

Once goods have passed an inspection you arranged, a claim on a characteristic covered by that inspection is not one we can accept.

Unless we agree otherwise, goods are packed for export: oiled or VCI-protected in moisture-resistant liners, in export-grade cartons that are palletised, strapped and stretch-wrapped, or in wooden cases where weight or the destination calls for it.

Wooden pallets, cases and dunnage are ISPM-15 heat-treated and stamped. Where the destination also requires a fumigation certificate, we arrange it and send it with the shipping documents.

Each carton is marked with the item, size, standard and grade, heat or batch number, quantity, and net and gross weight, together with any shipping marks you give us. The packing list is matched carton by carton to the invoice.

Special packing, retail packs or marking beyond this must be agreed at order confirmation and may be priced separately.

Unless we agree otherwise, each consignment is documented with:

• commercial invoice and packing list
• certificate of origin
• mill test certificates traceable to the heat number, issued by the manufacturer
• bill of lading or airway bill
• any inspection or fumigation certificate the destination requires and you have asked for

Tell us at order confirmation if your import formalities need a document in a particular form, legalisation or number of originals. Re-issuing documents after shipment is often impossible.

Check the consignment on arrival. Any claim for shortage, visible damage or a non-conformity that inspection on arrival would reveal must reach us in writing within 15 days of the goods arriving at the destination port or airport, with photographs, the packing list reference and the heat number from the mill test certificate.

A latent defect — one that could not reasonably have been found on inspection at arrival, such as incorrect hardness, hydrogen embrittlement or coating failure — must be notified in writing within 90 days of arrival. The claim is assessed against the standard and the mill test certificate supplied with the goods, so send the heat number and a test report or other evidence showing where the goods depart from them.

Do not return, rework or dispose of goods under claim without our written authorisation — doing so makes the claim impossible to verify with the manufacturer.

Loss or damage in transit is a claim against the carrier or the cargo insurer, not against us, where risk had already passed under the agreed Incoterm.

We warrant that the goods conform to the specification on the accepted proforma invoice and to the mill test certificate supplied with them. We give no other warranty, express or implied.

Where a claim is accepted, our remedy is replacement of the non-conforming goods on the next consignment or refund of their invoice value. If you have further orders with us, we may agree a credit against the next one instead. Our total liability for any order is limited to the invoice value of that order.

We are not liable for indirect or consequential loss, including loss of profit, loss of contract, downtime, or the cost of removing or refitting installed goods.

Selecting the right grade, class, coating and size for your application is an engineering decision that rests with you and your engineer. We supply to the specification you give us; we do not certify its fitness for your purpose.

Neither of us is liable for failure or delay caused by something outside reasonable control — including war, civil unrest, sanctions, epidemic, flood or cyclone, fire, strike or labour action, raw material or power failure at the manufacturing unit, port closure, carrier failure, or an act of any government or authority.

If the event continues for more than 90 days, either of us may cancel the affected part of the order, and we will refund any advance for goods not shipped.

Every shipment is made subject to the Foreign Trade Policy of India and to Indian customs and exchange control law.

You confirm that you will not re-export or divert the goods in breach of any applicable sanctions or export control regime, and that neither you nor the ultimate consignee is a party designated under one. We may decline or cancel an order where compliance is in doubt, and we will refund any advance received for it.

If you cancel an order before material has been allotted at the manufacturing unit, we refund any advance you have paid, less the bank charges incurred in receiving and returning it.

Once material has been allotted or production started at the manufacturing unit, an order cannot be cancelled without covering the costs already committed. Goods made to a non-standard size, grade or finish are not cancellable at all.

These terms and every contract under them are governed by the laws of India.

We will try to settle any dispute by discussion first. Failing that, the dispute shall be referred to arbitration by a sole arbitrator, appointed by mutual agreement or, failing agreement, under Section 11 of the Arbitration and Conciliation Act, 1996. The arbitration is held under that Act, seated at Kolkata, conducted in English. Subject to that, the courts at Kolkata, West Bengal, India have exclusive jurisdiction.