Chandrahas Technologies Pvt Ltd's

Legal Information

For more information on the legal terms that apply to your purchase, please see the content on the pages herein.

Terms of Sale

Governing the sale of AutomatiCH Smart Home products, software, and services to consumers, commercial customers, and resellers.

AutomatiCH Policies

See policies that also govern your relationship with AutomatiCH & Chandrahas Technologies Pvt Ltd.

Regulatory Compliance

All AutomatiCH products are designed and tested to meet the appropriate standards in each country where intended for sale.

Consumer Service Contracts

Service terms for service(s) offered by AutomatiCH that are purchased from Chandrahas Technologies Pvt, AutomatiCH, a retailer, or a reseller.

Commercial Service Contracts

Service terms for service(s) offered by AutomatiCH products that are purchased from Chandrahas Technologies Pvt Ltd or a Chandrahas Technologies Pvt Ltd’s reseller.

Terms of Sale

Commercial Terms of Sale

(For Customers in India Only)

These Commercial Terms of Sale (“CTS”) apply to orders for hardware, software, and services by direct commercial and public sector purchasers and to commercial end-users who purchase through a reseller (“Customer”), unless Customer and Supplier (defined below) have entered into a separate written agreement that applies to Customer’s orders for specific products or services, in which case, the separate written agreement governs Customer’s purchase and use of such specific products or services. 

The term “Supplier(s)” means, as applicable:

Chandrahas Technologies Private Limited having its registered office at Shiv Mandir, 18, Main Rd. Near Station, Vangaon West, Dist. Palghar, Maharashtra – India.

1. Subject Matter and Parts of CTS.

1.1 Scope. This CTS governs Customer’s procurement and Supplier’s provisioning of Products, Services, and Third Party Products (if applicable) (collectively “Offerings”), for Customer’s own internal use.

1.2 Products and Services. “Products” are either: (i) Supplier-branded (IoT) Smart Automation hardware products (“Equipment”) or (ii) Supplier-branded generally available software, whether microcode, firmware, operating systems, or applications (“Software”). “Services” are: (a) Supplier’s standard service offerings for maintenance and support of Products (“Support Services”) and (b) consulting, deployment, implementation, and any other services that are not Support Services (“Professional Services”). “Third Party Products” means hardware, software, products, or services that are not “AutomatiCH” or “Chandrahas Technologies Pvt Ltd” branded. Products exclude Services and Third Party Products.

1.3 Framework. This CTS consists of the main body with the terms and conditions applicable to all Offerings that are in scope, as may be supplemented by additional schedules, containing terms applicable to all or only specific Offerings and shall form an integral part of this CTS (“Schedule(s)”). This CTS does not establish a commitment of Customer to procure, nor an obligation of Supplier or its Affiliate (means, Chandrahas Technologies Pvt Ltd. or Chandrahas Technologies Pvt Ltd.’s direct or indirect subsidiaries) to supply, any Offerings unless the parties have agreed on an Order (as defined below).

2. Quoting and Ordering.

2.1 Process. Customer or its Affiliates (means, a legal entity that is controlled by, controls, or is under common control with Customer. “Control” means more than 50% of the voting power or ownership interests) based in the same country as Customer may request a quote from Supplier (depending on the Offerings purchased), either in the form of a written quotation or any other online process (“Quote”). Quoted prices are effective until the expiration date of the Quote but may change due to shortages in materials or resources, an increase in the cost of manufacturing, or other factors. Customer may order the Offerings quoted by: (i) issuing a Customer purchase order that references such Quote and, if applicable, contract code; (ii) executing Supplier order forms; (iii) ordering online through other online processes; or (iv) ordering through an authorized reseller. Orders are subject to credit approval and are subject to acceptance by Supplier; unless Supplier has already otherwise accepted an order, shipment of the Offerings shall be deemed Supplier’s acceptance of the order. An accepted order based on an issued Quote is hereinafter referred to as an “Order.” No contract would be formed between the Supplier and the Customer unless the Order is accepted by Supplier as provided in the immediately preceding sentence. Supplier may split an Order into separate transactions, each of which will form an Order. Orders may contain charges for shipping and handling. Supplier is not responsible for pricing, typographical or other errors in any offer and may cancel Orders affected by such errors.

2.2 Order Changes. Orders are subject to availability and are cancellable only by Supplier except as expressly permitted in a Schedule. Customers may change or cancel an Order only as expressly permitted in a Quote or Schedule. Though, the Customer may not make any changes to the Order (including cancellation), once the order is processed/downloaded internally by the Supplier. Customer shall be entitled to make Supplier good for any loss incurred by it, for any such change in Order (including cancellation).

2.3 Orders Submitted Through Reseller. If the Customer’s purchase is made through a reseller, then clauses 2.1, 3, and 6 do not apply and all credit, invoicing, payment, returns, ordering, and pricing terms for the purchase will be as agreed between Customer and reseller.

2.4 Incorporation by Reference. Each Order which covers the procurement and sale of any Offering that is within the scope of a Schedule listing certain specific Offerings and signed under this CTS shall be deemed to incorporate by reference the terms of this CTS.

2.5 Product and Service-Specific Terms. Scope and details of Services and Product-specific terms are specified in the applicable standard service description that is attached to or referred in a Schedule or Quote, or is made available through the then-current Supplier website for product- or service-specific terms. Such standard descriptions are from time to time referred to as “Service Description(s)”, “Product Notices” or “Service Briefs.” The version of the applicable document that is effective as of the date of the applicable Quote, shall be deemed incorporated into the Order. Scope and details of customized Professional Services not covered by such a standard description shall be documented in a mutually agreed Statement of Work (“SOW”).

2.6 Order of Precedence. This CTS including the documents referenced herein shall apply to the exclusion of all other general terms and conditions incorporated in or referred to in any documentation submitted by Customer to Supplier.

Subject to the foregoing, in case of any conflict or inconsistency the following order of precedence shall apply:

A. The Order, where this CTS expressly provides for the parties to optionally deviate from the relevant provision of this CTS; or

B. The terms of any Schedule to this CTS; and

C. The main body of this CTS.

2.7 Revision of Offerings. Supplier may revise its Offerings, including after Customer places an Order but prior to Supplier’s shipment or performance. As a result, Offerings Customer receives may differ from those ordered, as long as they still substantially meet or exceed the specifications as per the documentation of the originally ordered Offerings.

3. Product Delivery.

3.1 Shipment. Unless otherwise agreed, the Supplier shall arrange for shipment of the ordered Products to the ship-to address indicated in the Order. Delivery dates are indicative. Software may be provided by delivery of physical media or through electronic means. Customer shall notify Supplier within 17 days of the invoice date if Customer believes any Product included in its Order is missing, wrong, or damaged, and shall ensure that the intended installation site meets the specifications as per the product documentation.

3.2 Transfer of Risk and Title; Costs. Title to Equipment and for physical media containing licensed Software passes from Supplier to Customer upon delivery. For Software delivered electronically, title transfers once Supplier has made it available for download and has notified Customer thereof and/or has sent out activation codes to Customer where required to use the Software. Notwithstanding any such delivery, Supplier shall be entitled to maintain an action against Customer for any unpaid price (without prejudice to any other right or remedy available to Supplier either in law or under this CTS). Loss or damage that occurs during shipping (including returns) is the responsibility of the party that selected the carrier.

3.3 Acceptance. All Products and Third Party Products will be deemed to be accepted upon delivery. Notwithstanding such acceptance, the Customer retains all rights and remedies under the warranty terms stated below. All Products are deemed accepted by the Customer if any notification referred in Clause 3.1 is not received by the Supplier from the Customer.

4. Services.

4.1 Support Services.

A. Scope and Term. Supplier shall provide Support Services in accordance with the applicable Service Description or Product Notice, for the (initial or renewal) period agreed in the applicable Order. Unless otherwise agreed therein, the initial Support Services procured together with the purchase of a Product start on the commencement date of the applicable warranty period (as specified in clause 6).

B. Support Availability and Release Cycles. Availability of Support Services is governed by Supplier’s “End-of-Service-Life” policies, to be made available to Customer upon request. Subject to such policies, Support Services for Software applies to the current and the immediately prior release of the Software.

C. Limitations. Support Services do not cover any of the following: (i) problems that are excluded from warranty coverage according to clause 6.4, below; (ii) problems that cannot be reproduced at Supplier’s facility or via remote access to Customer’s facility; (iii) onsite activities for Equipment that is located outside of the applicable service area (unless otherwise provided in a Service Description); (iv) providing media replacement, operating supplies, cosmetic accessories or parts such as frames, and cover or support on those items; or (v) repairing damage or defects in Equipment that are purely cosmetic and do not affect device functionality.

D. Maintenance Tools and Spare Parts. Supplier may, at its discretion, store tools and spare parts used by Supplier to perform diagnostic or remedial activities in connection with Products at the Customer’s site or on Customer’s systems, and Customer agrees that such are for use only by Supplier authorized personnel and further authorizes Supplier to remove and/or disable them when no longer needed by Supplier to provide its Services.

E. Replacements. All replaced Equipment or components thereof shall be returned to Supplier and become the property of Supplier upon receipt of the replaced Equipment or components at the specified Supplier facility unless specifically agreed otherwise in an Order. If Customer does not return a replaced component or Equipment within 15 days after receipt of Supplier’s request, then Customer must pay Supplier at the then-current spare parts list price for the Equipment or portions that Customer has failed to return. If Supplier determines that a component of a defective Equipment product is “customer-replaceable”, i.e. one that is easily disconnected and reconnected, or if the Supplier determines that the Equipment should be replaced as a whole, Supplier reserves the right to send Customer a component or whole replacement Equipment for exchange.

F. Data Responsibility. Supplier shall not access or use any Customer production data stored on the Products unless Customer has expressly authorized Supplier to do so. Unless a data deletion service is expressly ordered from Supplier, Customer is responsible for removing all information and data stored on replaced parts, or on any other items or Product before it is returned to Supplier.

G. Customer-Initiated Changes. If the Product is covered by Support Services and Customer intends: (i) to relocate Equipment to a different installation site (where applicable to the Product); (ii) to change the hardware configuration on its own; or (iii) to deny the activation or to disable remote support features of a Product, Customer shall notify Supplier in advance. Where any of such action limits Supplier’s ability to provide Support Services for the affected Product or increases the Supplier’s cost of providing Support Services, Supplier is entitled to make the continuation of Support Services dependent on Customer paying a reasonable adjustment of the ongoing fees and a reasonable charge for any re-certification services Supplier reasonably considers necessary for continued support; agreed upon proactive support capabilities, response times, or other service levels may no longer apply.

4.2 Professional Services.

A. Scope of Services. Supplier shall provide Professional Services including any Deliverables (as defined below) in accordance with the applicable Service Description, SOW or other agreed upon documentation containing the specifics of such services (“Service Specification”). Professional Services are provided as a separate and independent service even if mentioned together with the sale or licensing of Products by Supplier in the same Order. Supplier is not providing legal or regulatory advice in any Professional Services. 

B. Grant of License Rights in Deliverables.

(1) “Deliverables” means any reports, analyses, scripts, code, or other work results that Supplier delivers to Customer within the framework of fulfilling obligations under a Service Specification. “Proprietary Rights” mean all patents, copyrights, trademarks, trade secrets, or other intellectual property rights of a party.

(2) Subject to Customer’s compliance with the terms of this CTS and any applicable Service Specification, Customer’s payment of applicable amounts due, and Supplier’s Proprietary Rights in any underlying intellectual property incorporated into any Deliverables or used by Supplier to perform Professional Services, Supplier grants Customer a non-exclusive, non-transferable, revocable (in case of non-payment, or any breach of this CTS or any applicable Service Specification) license to use (without the right to sublicense) the Deliverables provided by Supplier for Customer’s internal business purposes, only and solely in accordance with the applicable Service Specification and subject to this CTS. Customer may authorize its service providers to use the Deliverables, but solely on Customer’s behalf, solely for Customer’s internal business purposes, and Customer shall be responsible for service provider’s compliance with these restrictions.

(3) Supplier reserves for itself all Proprietary Rights that it has not expressly granted to Customer herein. The license granted in this clause 4.2B. does not apply to: (i) any Products; or (ii) items licensed or otherwise provided under a separate agreement. Supplier is not limited in developing, using, or marketing services or products that are similar to the Deliverables or Professional Services provided hereunder, any Service Specification, or, subject to Supplier’s confidentiality obligations to Customer, in using the Deliverables or performing similar Professional Services for any other projects.

C. Customer Furnished Materials. Customer retains its Proprietary Rights in materials it furnishes to Supplier for use in connection with the performance of Professional Services. Customer grants Supplier a non-exclusive, non-transferable right, under Customer’s Proprietary Rights, to use the Customer-provided materials solely for the benefit of Customer in fulfilling Supplier’s obligations under this CTS.

D. Responsibility for Personnel. Supplier is solely responsible for personnel placement as well as for all other human resource issues (e.g. vacation) concerning its personnel.

4.3 Customer Responsibilities. In connection with Support Services or Professional Services (if applicable), at no charge to Supplier, Customer shall: (i) provide Supplier personnel with timely access to appropriate facilities, space, power, documentation, files, data, information, additional software (if needed); (ii) use skilled and authorized Customer personnel to assist and cooperate with Supplier in the provision of the Services as reasonably requested by Supplier; (iii) be responsible for physical and network security and all conditions in its business necessary for due performance of Services; (iv) allow Supplier remote and onsite access to the Products and Customer’s infrastructure environment, as required; and (v) where applicable, promptly notify Supplier when Products fail and provide Supplier with sufficient details of the failure such that the failure can be reproduced by Supplier. For Professional Services, details may be set forth in the Service Specification.

4.4 Termination of Services. A termination for convenience of Services shall only be permitted if expressly agreed between the parties. Either party may terminate Services for material breach by the other party if such other party has failed to cure such breach within a reasonable grace period of no less than 30 days as set forth by the other party in writing.

5. Invoicing; Payment Terms and Taxes.

5.1 Invoicing. Supplier shall invoice the Offerings to Customer in the currency agreed in the Order. If Supplier is obligated by the applicable law to collect and remit any taxes or fees, then Supplier will add the appropriate amount to Customer’s invoices as a separate line item in accordance with statutory requirements. Supplier may invoice parts of an Order separately or together in 1 invoice. All invoice terms will be deemed accurate unless the Customer advises the Supplier in writing of a material error within 10 days following receipt. If Customer advises Supplier of a material error, (a) any amounts corrected by Supplier in writing must be paid within 14 days of correction, and (b) all other amounts shall be paid by Customer by the due date. If Customer withholds payment because Customer believes an invoiced amount is incorrect, and Supplier concludes that the amount is accurate, Customer must pay interest on the unpaid disputed amount from the due date until Supplier’s receipt of payment. Customer may not offset, defer or deduct any invoiced amounts that Supplier determines are correct following the notification process stated above.

5.2 Payment Terms. Customer shall pay Supplier’s invoices in full and in the same currency as Supplier’s invoice within the time noted on Supplier’s invoice, or if not noted, then within 30 days after the date of the invoice, with interest accruing after the due date at the lesser of 1.5% per month or the highest lawful rate. In case of Customer’s default in payment, Supplier shall, until arrangements as to payment or credit have been established, be entitled to: (i) cancel or suspend its performance of such Order and/or (ii) withhold performance under this CTS. Termination or expiration of this CTS shall not affect the Customer’s obligation to pay all amounts due hereunder.

5.3 Taxes. The charges due hereunder are exclusive of, and Customer shall pay or reimburse Supplier for all Goods and Services Tax(GST), TCS, sales, use, excise, withholding, personal property, goods and services and other similar taxes, governmental fees, levies, customs and duties resulting from Customer’s purchase, except for taxes based on Supplier’s net income, gross revenue, or employment obligations. If Customer qualifies for a tax exemption, Customer must provide Supplier with a valid certificate of exemption or other appropriate proof of exemption. If Customer is required to withhold taxes, then Customer will within 60 days of remittance to the applicable tax authority provide Supplier with satisfactory evidence (e.g., official withholding tax receipts) that Customer has accounted to the relevant authority for the sum withheld or deducted, otherwise, Supplier will charge Customer for the amount that Customer has deducted for the transaction.

6. Warranty.

6.1 Equipment Warranty. Supplier warrants that Equipment, used for the purpose it is designed and with regular recommended service, will be free from material defects in material and workmanship, and that Equipment will perform substantially in accordance with the corresponding standard documentation issued by Supplier for the applicable Equipment. Unless otherwise agreed in an Order, the warranty period will be twelve (12) months commencing from the date of invoice. Additional terms governing the limited warranties for Equipment are found in the applicable documentation as provided by Supplier or Product Notice/Service Descriptions for the specific Equipment or as agreed in a Schedule. Supplier’s entire liability for a breach of this warranty shall be for Supplier, at its option and cost, to repair or to replace the affected Equipment.

6.2 Software Warranty. Unless otherwise agreed in the Order, the warranty period will be ninety (90) days for Software, commencing upon the date of invoice(“Warranted Software”). Supplier warrants that Warranted Software will substantially conform in all material respects to its then-current documentation during the applicable warranty period specified in the Software Warranty Table (the “Software Warranty Period”). Any breach of this warranty must be reported to the Supplier during the Software Warranty Period. Customer’s sole and exclusive remedy and Supplier’s entire liability for a breach of this warranty is for Supplier, at its sole discretion, to either use commercially reasonable efforts to remedy the non-conformance or to terminate the license for the Affected Software and provide a pro-rata refund of the license fees received by Supplier for such Software.

6.3 Services Warranty. The supplier will perform Services in a workmanlike manner in accordance with generally accepted industry standards. Customer must notify Supplier of any failure to so perform within 10 days after the date on which such failure first occurs. In such a case, the Supplier will use reasonable efforts to correct such failure within a reasonable period of time. If, after reasonable efforts, the Supplier is not able to correct such deficiencies for reasons for which Supplier is responsible, then Customer may terminate the affected Services for cause by providing written notice to Supplier.

6.4 Limitations. The warranties set forth in this clause 6 do not cover problems that arise from (i) accident or neglect by Customer or any third party; (ii) any third party items or services with which the Product is used or other causes beyond Supplier’s control; (iii) installation, operation or use not in accordance with Supplier’s instructions and the applicable documentation; (iv) use in an environment, in a manner or for a purpose for which the Product was not designed; (v) modification, alteration or repair by anyone other than Supplier personnel or (vi) causes attributable to normal wear and tear. The supplier has no obligation for: (1) Software installed or used beyond the licensed use, or (2) Product whose original identification marks have been altered or removed. or 3) for any Software for which payment has not been received when due. Products and Services are not fault-tolerant and are not designed or intended for use in hazardous environments requiring fail-safe performance, such as any application in which the failure of the Products or Services could lead to death, bodily injury, or physical or property damage (collectively, “High-Risk Activities”). Supplier expressly disclaims any express or implied warranty of fitness for High-Risk Activities.

6.5 Warranty Disclaimer. Other than the warranties set forth in this clause 6 and the Schedules, and to the maximum extent permitted by applicable law, Supplier and Supplier Affiliates: (i) make no other express warranties; (ii) disclaim all implied warranties, including merchantability, fitness for a particular purpose, title and non-infringement; and (iii) specifically disclaims any other warranties (whether written or oral, express or implied) arising by statute, operation of law, course of dealing or performance or usage of trade.

7. Indemnity.

7.1 Indemnification by Supplier. The supplier will: (i) defend Customer against any third party claim that Products or Support Services (but excluding Third Party Products, any Product provided for evaluation or without charge, and open-source software) infringe that party’s patent, copyright, or trade secret enforceable in the country where Customer purchased the Product from Supplier (“Claim”); and (ii) indemnify Customer by paying: (a) the resulting costs and damages finally awarded against Customer by a court of competent jurisdiction to the extent that such are the result of the third party Claim; or (b) the amounts stated in a written settlement negotiated and approved by Supplier. In addition, should any Product or Support Service become, or in Supplier’s opinion be likely to become, the subject of such a Claim, Supplier may, at its expense and in its discretion: (1) obtain a right for Customer to continue using the affected Product or Support Service; (2) modify the affected Product or Support Service to make them non-infringing; (3) replace the affected Product or Support Service with non-infringing substitutes; (4) provide a reasonable depreciated or pro-rata refund for the affected Product; or (5) discontinue the Support Services and refund the portion of any prepaid Support Service fees that corresponds to the period of Support Services discontinuance. Except as otherwise provided by law, this clause 8 states Customer’s exclusive remedies for any third party intellectual property claim relating to the Products or Support Services, and nothing in this CTS or elsewhere will obligate Supplier to provide any greater indemnity.

7.2 Limitations. Supplier shall have no obligation under clause 7.1 above: (i) if Customer is in material breach of this CTS or the Order; or (ii) for any Claim resulting or arising from: (a) any combination, operation or use of a Product or Support Service with any other products, services, items, or technology, including Third Party Products and open source software; (b) use for a purpose or in a manner for which the Product or Support Service was not designed, or use after Supplier notifies Customer to cease such use due to a possible or pending Claim; (c) any modification to the Product made or Support Service performed by any person other than Supplier or its authorized representatives; (d) any modification made to the Product or Support Service performed by Supplier pursuant to instructions, designs, specifications or any other information provided to Supplier by or on behalf of Customer; (e) use of any version of a Product when an upgrade or newer iteration of the Product or Support Service made available by Supplier would have avoided the infringement; (f) services provided by Customer (including Claims seeking damages based on any revenue or value Customer derives from Customer’s services); or (g) any data or information that Customer or a third party records on or utilizes in connection with the Product or Support Service.

7.3 Mutual Indemnity. Each party shall defend and indemnify the other party against any third party claim or action for personal bodily injury, including death, to the extent directly caused by the indemnifying party’s gross negligence or willful misconduct in the course of performing its obligations under this CTS. “Claim” shall be deemed to include a third-party claim under clause 7.3.

7.4 Indemnification Process.  A party’s duty to defend and indemnify under this CTS is contingent upon the other party: (i) sending prompt written notice of the Claim to the indemnifying party and taking reasonable steps to mitigate damages; (ii) granting to the indemnifying party the sole right to control the defense and resolution of the Claim; and (iii) cooperating with the indemnifying party in the defense and resolution of the Claim and in mitigating any damages.

8. Limitation of Liability.

8.1 Limitations on Damages. The limitations, exclusions, and disclaimers stated below apply to all disputes, claims, or controversies (whether in contract, tort (including negligence), or otherwise) related to or arising out of the CTS or any Quote or Order (“Dispute”). The terms of this clause are agreed allocations of risk constituting part of the consideration for Supplier’s and its Affiliates’ sale of Products and Services to Customer and will apply even if there is a failure of the essential purpose of any limited remedy, and regardless of whether a party has been advised of the possibility of the liabilities.

A. Limitation on Direct Damages. Except for Customer’s obligations to pay for Offerings, Customer’s violation of the restrictions on use of Products and Services or Supplier’s or its Affiliates’ intellectual property rights, Supplier’s (including its suppliers) and Customer’s total liability arising out of any Dispute or any matter under this CTS, is limited to the amount Customer paid to Supplier during the 12 months before the date that the matter or Dispute arose for the Product, Services or both that are the subject of the Dispute, but excluding amounts received as reimbursement of expenses or payment of taxes. Notwithstanding anything otherwise set forth above, Supplier (and its suppliers) shall have no liability for any direct damages resulting from Customer’s use or attempted use of Third Party Software, Free Software or Development Tools.

B. Disclaimer of Certain Other Damages. Except for Customer’s payment obligations and violation of Supplier’s or its Affiliates’ intellectual property rights, neither Supplier (and its suppliers) nor Customer has the liability to the other for special, consequential, exemplary, punitive, incidental or indirect damages, or for lost profits, loss of revenue, loss or corruption of data, loss of use or procurement of substitute products or services.

8.2 Prevention and Mitigation. The customer is solely responsible for its data. Customer shall implement IT architecture and processes enabling Customer to prevent and mitigate damages in line with the criticality of the systems and data for Customer’s business and its data protection requirements, including a business recovery plan. In that regard, Customer shall: (i) provide for a backup process on a regular (at least daily) basis and backup relevant data before Supplier performs any remedial, upgrade or other works on Customer’s IT systems; (ii) monitor the availability and performance of its IT environment during the performance of Services; and (iii) promptly react to messages and alerts received from Supplier or through notification features of the Products and immediately report any identified issue to Supplier. To the extent that Supplier has any liability for data loss, Supplier shall only be liable for the cost of commercially reasonable and customary efforts to recover the lost data from Customer’s last available backup.

8.3 Limitation Period. Except as stated in this clause, all claims must be made within the period specified by applicable law. If the law allows the parties to specify a shorter period for bringing claims, or the law does not provide a time at all, then claims must be made within 18 months after the cause of action accrues.

9. Third Party Products.

Supplier may offer to supply Third Party Products that are provided by a third-party manufacturer/supplier, and may include offerings from Supplier Affiliates using different brands other than “AutomatiCH” or “Chandrahas Technologies Pvt Ltd”. Notwithstanding any other provisions herein, such Third Party Products are subject to the standard license, services, warranty, indemnity, and support terms of the third party manufacturer/supplier (or an applicable direct agreement between Customer and such manufacturer/supplier), to which Customer shall adhere. Even if support fees are invoiced through Supplier, such Third Party Products are not supported by Supplier and Customer shall contact such third party directly for support. Any warranty, damages, or indemnity claims against Supplier in relation to such Third Party Products are expressly excluded. 

Any applicable warranty, indemnity, or other rights provided by the third-party manufacturer in relation to Third Party Products, shall directly be enforced against such third-party manufacturer and not against the Supplier.

10. Confidentiality.

10.1 Scope. “Confidential Information” shall mean any information, pricing, technical data or know-how furnished in connection with the scope of this CTS, whether in written, oral, electronic, website-based, or other form, by a Customer or a Customer Affiliate to Supplier or a Supplier Affiliate or vice versa and that: (i) is marked, accompanied or supported by documents clearly and conspicuously designating such documents as “confidential”, “internal use” or the equivalent; (ii) is identified by the discloser as confidential before, during or promptly after the presentation or communication; or (iii) should reasonably be known by the recipient to be confidential. Confidential Information does not include information that is: (a) rightfully in the receiving party’s possession without prior obligation of confidentiality from the disclosing party; (b) a matter of public knowledge (or becomes a matter of public knowledge other than through a breach of confidentiality by the other party); (c) rightfully furnished to the receiver by a third party without confidentiality restriction; or (d) independently developed by the receiver or its Affiliates without reference to the discloser’s Confidential Information.

10.2 Protection. Each party shall ensure that, where it or one of its Affiliates is the receiver of Confidential Information hereunder, the receiver shall (a) use Confidential Information of the discloser only for the purposes of exercising rights or performing obligations in connection with this CTS or any Order hereunder; and (b) protect from disclosure to any third parties any Confidential Information disclosed by the discloser, both for a period commencing upon the date of disclosure until 3 years thereafter. Subject to the terms of this Section 10, the foregoing obligations shall never expire in relation to technical information about a discloser’s products and services or any information about possible unreleased products or services and shall survive any termination or expiration of this CTS. 

10.3 Exceptions. Notwithstanding the foregoing, either party and its Affiliates may disclose Confidential Information (1) to an Affiliate, or to a subcontractor used by Supplier to provide Services under this CTS, as long as the Affiliate or subcontractor has a need-to-know and complies with the foregoing; (2) to either party’s directors, officers, employees, and professional advisors and those of its Affiliates, and (3) if required by law or regulatory authorities provided the receiver has given the discloser prompt notice. For the purposes of this clause 10.3, “Affiliates” of Supplier include other members of Dell Technologies group.  

11. Term and Termination of this CTS.

This CTS is effective upon execution of an Order and continues until it is terminated in accordance with this clause. Either party may terminate this CTS for material breach by the other party if such other party has failed to cure the breach within a reasonable grace period of no less than 30 days as set forth by the other party in writing; or if a party declares bankruptcy or is adjudicated bankrupt or a receiver, [resolution professional (interim or otherwise)], liquidator (interim or otherwise)], or trustee is appointed for substantially all of its assets. In addition, Supplier may terminate the CTS or one or more Schedules or software licenses with 10 days written notice if: Customer does not make payment as required.

Termination of this CTS shall not affect any previously placed orders.

12. General.

12.1 Governing Law; Jurisdiction. This CTS and any Dispute is governed by the laws of India and all disputes, differences relating to this CTS, or any interpretation thereof shall be referred to arbitration by a sole arbitrator, to be appointed mutually by both parties, in accordance with the Indian Arbitration and Conciliation Act, 1996. The venue of arbitration shall be Palghar. The arbitral award shall be final and binding on the parties. Subject to arbitration, the parties agree to submit to the exclusive jurisdiction of courts in Palghar District, Maharashtra in connection with any dispute arising out of or in connection with this CTS. In any such action or proceeding, each party hereby agrees irrevocably to submit to, and to be bound by, the exclusive personal and subject matter jurisdiction and venue of such courts. Each party shall bear its own costs, expenses including but not limited to attorney’s fees in relation to the arbitration proceedings.

12.2 Trade Compliance. Customer’s purchase of Offerings and access to related technology (collectively, the “Materials”) are intended for its own use, not for resale, export, re-export, or transfer. The customer is subject to and responsible for compliance with the export control and economic sanctions laws of the United States, the European Union, and other applicable jurisdictions. Materials may not be used, sold, leased, exported, imported, re-exported, or transferred except in compliance with such laws, including, without limitation, export licensing requirements, end-user, end-use, and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control’s Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Denied Persons List. Customer represents and warrants that it is not the subject or target of and that Customer is not located in a country or territory (including without limitation, North Korea, Cuba, Iran, Syria, and Crimea) that is the subject or target of, economic sanctions of the United States, European Union or other applicable jurisdictions.

13.3 Customer Responsibility.  Customer agrees that it will obtain all necessary rights, permissions, and consents associated with: (a) technology or data (including personal data) that Customer and its Affiliates provide to Supplier or its Affiliates, and (b) non-Supplier software or other components that Customer and its Affiliates direct or request that Supplier or its Affiliates use with, install, or integrate as part of the Supplier’s Offerings. Customer is solely responsible for reviewing data that will be provided to or accessed by Supplier in the provision of the Offerings to ensure that it does not contain: (i) data that is classified, ITAR (International Traffic in Arms Regulations) related data, or both; or (ii) articles, services, and related technical data designated as defense articles and defense services. Customer will defend and indemnify Supplier and its Affiliates against any third party claim resulting from a breach of the foregoing, or from Customer’s infringement or misappropriation of intellectual property rights of Supplier, its Affiliates or third parties.

12.4 Entire Agreement. This CTS, the Schedules, and each Order hereunder comprise the complete statement of the agreement of the parties regarding the subject matter hereof and may be modified only by written agreement. Pre-printed terms on any Order or any term or condition on a Customer form, have no legal effect and do not modify or supplement the CTS, even if Supplier does not expressly object to those terms when accepting a Customer Order. The Schedule(s) and information that are incorporated by reference (including reference to information contained in a URL or policy) form an integral part of this CTS.

12.5 Force Majeure. Neither party shall be liable to the other for any delay or failure to perform any of its obligations (other than for the payment of fees) caused by Force Majeure. If such delay or failure lasts longer than 45 days, then the other party may immediately terminate, in whole or in part, the relevant Order by giving written notice to the delayed party. “Force Majeure” refers to circumstances beyond a party’s reasonable control including, without limitation, act of God, war, riot, civil commotion, terrorist acts, malicious damage, governmental or regulatory actions, accident, breakdown of plant or machinery, local or national emergency, explosions, fire, natural disasters, severe weather or other catastrophes, epidemics/pandemics, general import/export/customs process problems affecting supplies to Supplier or to Customer, shortages in materials, failure of a utility service or transport network, embargo, strike, lockout or other industrial dispute (whether involving Supplier’s workforce or any other party), or default of suppliers or subcontractors due to any of the preceding events.

12.6 Assignment and Subcontracting. Neither party shall assign, transfer or novate this CTS, any Order, or any right or obligation hereunder or delegate any performance without the other party’s prior written consent, which consent shall not be unreasonably withheld. Notwithstanding the foregoing: (i) Supplier may use Affiliates or other qualified subcontractors to perform its obligations hereunder, provided that the relevant party to the Order shall remain responsible for the performance thereof; and (ii) either party may assign rights to payments arising under any Order without consent of the other party.

12.7 Independent Contractors. The parties are independent contractors for all purposes under this CTS and cannot obligate any other party without prior written approval. The parties do not intend anything in this CTS to allow any party to act as an agent or representative of a party, or the parties to act as joint venturers or partners for any purpose. No party is responsible for the acts or omissions of any other.

12.8 Third Party Rights. There are no third-party beneficiaries to this CTS or any Order under any laws.

12.9 Waiver and Severability. Failure to enforce a provision of this CTS will not constitute a waiver of that or any other provision of this CTS. If any part of this CTS or an Order is held unenforceable, the validity of the remaining provisions shall not be affected.

12.10 Notices. The parties will provide all notices under this CTS in writing. The customer must provide notices to the Supplier at the Chandrahas Technologies Pvt Ltd. address on the first page of the CTS.

 

Commercial Terms of Sale (India)

Revision Date 06JUN2021

Consumer Terms and Conditions of Sale

1. Application

These Consumer Terms of Sale (“Terms”) apply to all consumer purchases from AutomatiCH™ Smart Automation or of Product in India.

 

2. Definitions 

“AutomatiCH™” means the Chandrahas Technologies Pvt Ltd subsidiary company selling products to the Customer as identified in Chandrahas Technologies Pvt Ltd’s Quotation or Invoice.  

 

“Customer” means the person or legal entity identified in Chandrahas Technologies Pvt Ltd’s Quotation or Invoice. 

 

“Contract” means a contract for sale by Chandrahas Technologies Pvt Ltd to the Customer of the products and/or services incorporating the Terms and Conditions  

 

“AutomatiCH™‐branded” means computer hardware products that are marked with the “AutomatiCH™” brand, including all standard components thereof, But does not include any of the following items: 

 

  1. Software, sound cards, speakers, sensors, security systems/products, external devices, accessories, or parts added to the AutomatiCH™ branded hardware products after they are shipped from Chandrahas Technologies Pvt Ltd; 
  2. Accessories or parts added to the AutomatiCH™‐branded hardware products through AutomatiCH™’s Custom Factory Integration Services at Customer’s request; 
  3. Accessories or parts that are not installed in the Chandrahas Technologies Pvt Ltd’s factory; 
  4. Third-Party Software and Peripheral products; or 
  5. Batteries, and Wires & accessories, to the extent that they are not included on AutomatiCH™’s standard price list.

 

“Order Confirmation” means formal acknowledgment of Product ordered by Customer, sent by Chandrahas Technologies Pvt Ltd.  

 

“Price” means the price as per Chandrahas Technologies Pvt Ltd Quotation and Order Confirmation and the latter shall have precedence. 

 

“Product(s)” means the products as described in Order Confirmation and may include AutomatiCH™‐branded products, third party products, and Service Offerings  

 

“Service Offering (s)” means the different service options offered by AutomatiCH™ for the Products or any part of them and for varying periods, as described in Chandrahas Technologies Pvt Ltd’s published literature, including but not limited to Chandrahas Technologies Pvt Ltd’s Invoice and/or Chandrahas Technologies Pvt Ltd’s Service Description.  

 

“Third Party Products” means products other than AutomatiCH™‐branded. 

 

3. Formation of contract  

3.1 Your order is an offer to buy. Chandrahas Technologies Pvt Ltd may send an order confirmation email to acknowledge receipt of your order, but Chandrahas Technologies Pvt Ltd does not accept your order until we send you notice that the Product has shipped. Chandrahas Technologies Pvt Ltd may process payment for and ship parts of an order separately. Chandrahas Technologies Pvt Ltd reserves the right at any time, even after we send you a confirmation email, to decline or cancel your order or to limit order quantities for any reason, including errors or suspected fraud.      

 

3.2 The Products sold and/or services rendered are subject to these Terms to the exclusion of any other terms and conditions stipulated or referred to by the Customer. The Customer acknowledges that it is aware of the contents of and agrees to be bound by these Terms and Conditions. Neither Chandrahas Technologies Pvt Ltd’s acknowledgment of a purchase order nor its failure to object to conflicting, different, or additional terms and conditions in a purchase order shall be deemed an acceptance of such terms and conditions or a waiver of the provisions hereof. 

 

4. Orders, Price, and Payment  

4.1 Unless credit terms have been expressly agreed by Chandrahas Technologies Pvt Ltd, payment for the Products or services including applicable taxes shall be made in full before physical delivery of Products or services.  

 

4.2 Customer shall bear all country, provincial, municipal, government, state, and local sales, use, goods and services, value-added, excise, privilege, and similar levies/taxes 

 

4.3 Time for payment is of the essence. Chandrahas Technologies Pvt Ltd reserves the right to charge interest at the rate of 2% per month from the date on which the payment was due till the date of actual receipt of payment.  

 

4.4 Unless Customer and Chandrahas Technologies Pvt Ltd have agreed to a different discount, Chandrahas Technologies Pvt Ltd’s standard pricing policy for AutomatiCH™ branded systems, which include both hardware and services in one discounted price, allocates the discount off list price applicable to the service portion of the system to be equal to the overall calculated percentage discount off list price on the entire system.  

 

4.5 Prices and promotions are subject to change. Chandrahas Technologies Pvt Ltd strives to communicate accurate pricing and product information, but errors may occur. In the unlikely event that an error impacts your order or a Product ordered is no longer available, we will either contact you for instructions or cancel your order.  

 

5. Taxes and Fees.

Unless you provide Chandrahas Technologies Pvt Ltd with a valid and correct tax exemption certificate, you are responsible for sales and other taxes associated with your order. 

 

The Finance Act, 2020 has introduced Tax Collection at Source (“TCS”) provisions (effective from 1st October 2020 or such further date as notified by the Government hereinafter known as ‘’effective date’’) in the Income-tax Act, 1961 (“the Act”) requiring a seller to collect TCS on consideration for the sale of goods in excess of the prescribed threshold limit (i.e. INR 50 lakhs or any other limit as prescribed by the Government) in aggregate in a financial year. Accordingly, if the cumulative consideration for the sale of goods (including the sale of goods made prior to effective date) receivable by Chandrahas Technologies Pvt Ltd (on or after the effective date) in a financial year(s) or if the cumulative gross value of goods sold (inclusive of taxes) in a financial year, exceeds the prescribed threshold, TCS would be charged/collected at the applicable rates on such consideration received / receivable or on such gross value of goods sold (inclusive of taxes), on or after the effective date. Chandrahas Technologies Pvt Ltd / AutomatiCH™, in accordance with the provision of the Act, reserves the right to charge/collect/adjust TCS through an intimation in any form including by way of a debit/credit note, invoice, or any other means either at the time of the transaction or separately.

 

Hence, in addition to GST (as may be applicable), TCS would be separately charged/ collected (as mentioned above, if applicable).

 

6. Software  

6.1 All software provided is subject to the terms and conditions of the license agreement relating to that software. Customer acknowledges its obligations to abide by such license agreements. The customer acknowledges that Chandrahas Technologies Pvt Ltd does not warrant any software under these Terms and Conditions. All software is warranted in accordance with the license agreement that governs its use.  

 

6.2 All rights, title, or interest in respect of the intellectual property rights in the software remain with Chandrahas Technologies Pvt Ltd or the licensor of the software at all times.

 

7. Title and Risk  

Title to and risk in the Products shall pass to the Customer upon delivery of the Products to Customer.

 

Title to those Products which are software shall be governed by the provisions of the software license.  

 

8. Delivery  

8.1 Chandrahas Technologies Pvt Ltd shall deliver the Products to the place of delivery designated by Customer and agreed to by Chandrahas Technologies Pvt Ltd (“Place of Delivery”). Product title passes to you when the product ships.  

 

8.2 Chandrahas Technologies Pvt Ltd may, at its discretion, deliver the Products by installments in any sequence. Where the Products are so delivered by installments, each installment shall be deemed to be the subject of a separate contract and no default or failure by Chandrahas Technologies Pvt Ltd in respect of any one or more installments shall vitiate the Contract in respect of Products previously delivered or undelivered Products. 

 

8.3 You are responsible for inspecting the package(s) upon delivery and must note any visible damage on the proof of delivery (POD) or other delivery receipt the carrier asks you to sign. Chandrahas Technologies Pvt Ltd is not responsible for any visible shipping damages not noted on the delivery receipt.

 

8.4 Any dates quoted by Chandrahas Technologies Pvt Ltd for the delivery of the Products are approximate only and shall not form part of the Contract. Chandrahas Technologies Pvt Ltd shall not be liable for any delay in delivery of the Products and/or services, howsoever caused.  

 

8.5 Chandrahas Technologies Pvt Ltd may revise and/or discontinue products at any time without notice as part of Chandrahas Technologies Pvt Ltd’s policy of ongoing product up‐date and revision. Revised or updated products will have the functionality and performance of the Products ordered. The Customer accepts that Chandrahas Technologies Pvt Ltd’s policy may result in differences between the specification of products delivered to the Customer and the specification of Products ordered. There may be occasions when Chandrahas Technologies Pvt Ltd confirms orders but learns that it cannot supply the ordered Products, either at all or in the quantities ordered such as when the products no longer are being manufactured or they otherwise become unavailable to Chandrahas Technologies Pvt Ltd, or when Chandrahas Technologies Pvt Ltd cannot source components for the configuration ordered, or when there is a pricing error, etc. In such circumstances, Chandrahas Technologies Pvt Ltd will contact the Customer to inform them about alternative products that might meet the Customer’s needs.

 

However, if the Customer does not wish to order alternative products, Chandrahas Technologies Pvt Ltd will cancel the order for Products that it cannot supply and will refund your purchase price for those products.

 

8.6 For AutomatiCH™/Chandrahas Technologies Pvt Ltd products wherein the country of origin is not India or purchased outside India will be limited support and services only on best effort basis and the same shall not be entitled to any replacement or refund.

 

9. Acceptance of Products  

9.1 Unless the Customer notifies Chandrahas Technologies Pvt Ltd to the contrary on the day of delivery and such notification is confirmed in writing within two days, the Products shall be deemed to have been accepted by the Customer as being in good condition and in accordance with the Contract. The Customer shall not be entitled to withhold payment of all or any of the Price of the Products whilst any claim is being investigated by Chandrahas Technologies Pvt Ltd.  

 

9.2 If you are an end-user customer and wish to return a product that you have directly purchased from Chandrahas Technologies Pvt Ltd, we are happy to offer an exchange or refund, provided the products are defective and are returned to Chandrahas Technologies Pvt Ltd within 2 calendar days from the date of delivery. Unfortunately, we cannot accept changes to an Order once it is submitted. Please note that the Right to Cancel/Return applies to Home customers only buying directly from Chandrahas Technologies Pvt Ltd. www.chandrahastech.org. or www.automatich.in. 

 

Restocking Fees: Unless the product is defective or the return is a direct result of a Chandrahas Technologies Pvt Ltd error, Chandrahas Technologies Pvt Ltd will charge a restocking fee of 60% of the purchase price paid, plus any applicable sales tax for all Refund cases.

 

If you wish to return your product, you must inform us of your decision to return and the same will be considered as per the procedure stipulated therein. The cancellation will be applicable as per the cancellation procedure provided in the FAQs. 

 

Once you have notified Chandrahas Technologies Pvt Ltd of your wish to exercise your right of return, Chandrahas Technologies Pvt Ltd will arrange for collection of the Product(s) or provide instructions and details for you to return the Product direct. You must return Product(s) in their original condition and within 14 calendar days of your cancellation notification unless Chandrahas Technologies Pvt Ltd provides a later collection date. Returned products must be received by Chandrahas Technologies Pvt Ltd in as‐new or as-shipped‐by‐Chandrahas Technologies Pvt Ltd condition, including conformance to the specifications as set out in your invoice, and all of the manuals, CD(s), power cables, and other items included with a product must be returned with it. For customers who want to return, for refund or credit only, either applications software or an operating system that has been installed by Chandrahas Technologies Pvt Ltd, the whole system must be returned, along with any media and documentation that may have been included in the original shipment.  

 

10. Warranty  

10.1 Unless specified otherwise, Chandrahas Technologies Pvt Ltd warrants to the Customer that AutomatiCH™‐ branded Products will from invoice date be free from defects in materials and workmanship affecting normal use for a period of one year or such other period as may be set out in Chandrahas Technologies Pvt Ltd’s/AutomatiCH™’s invoice.(“Standard Warranty” And “Relevant Warranty” period as appropriate).  

 

10.2 This Standard Warranty or Relevant Warranty does not cover damage, fault, failure, or malfunction due to external causes, including accident, abuse, misuse, problems with electrical power, servicing not authorized by Chandrahas Technologies Pvt Ltd, usage and/or storage, and/or installation not in accordance with product instructions, failure to perform required preventive maintenance, normal wear and tear, the act of God, fire, flood, war, the act of violence or any similar occurrence; products with missing or altered Service Tags or serial numbers; any attempt by any person other than Chandrahas Technologies Pvt Ltd personnel or any person authorized by Chandrahas Technologies Pvt Ltd, to adjust, repair or support the Products and problems caused by use of parts and components not supplied by Chandrahas Technologies Pvt Ltd. The Standard Warranty or Relevant Warranty does not cover any items that are in one or more of the following categories: software; external devices; accessories or parts added to the Product after the Product is shipped from Chandrahas Technologies Pvt Ltd; accessories or parts added to the Product through Chandrahas Technologies Pvt Ltd’s Custom Factory Integration (CFI) program; accessories or parts that are not installed in the Chandrahas Technologies Pvt Ltd factory; or Third Party Products purchased under Chandrahas Technologies Pvt Ltd Software & Peripherals (S&P) Program.  

 

10.3 Subject to clause 9 below, if a valid claim is received during the Standard Warranty or Relevant Warranty period during the Standard Warranty or Relevant Warranty period as the case may be and beginning on the invoice date, Chandrahas Technologies Pvt Ltd will repair or replace AutomatiCH™‐branded Products returned to Chandrahas Technologies Pvt Ltd’s facility at its option and to the extent permitted by law. Customers must prepay shipping and transportation charges, and insure the shipment or accept the risk of loss or damage during such shipment and transportation. Chandrahas Technologies Pvt Ltd will ship the repaired or replacement Products to Customer freight prepaid.  

 

10.4 Chandrahas Technologies Pvt Ltd does not give any warranty that the Products are fit for any particular purpose and this Standard Warranty is given in place of all warranties, conditions, terms, undertakings, and obligations implied by statute, common law, trade usage, course of dealing or otherwise including warranties or conditions of merchantability, fitness for purpose, satisfactory quality and/or compliance with description, all of which are hereby excluded to the fullest extent permitted by law. To the extent permitted by law, the Standard Warranty and remedies set forth herein are exclusive and in lieu of all other warranties, remedies, and conditions, whether oral or written, statutory, express, or implied. If Chandrahas Technologies Pvt Ltd cannot lawfully disclaim Statutory or implied warranties then to the extent permitted by law, all such warranties shall be limited in duration to the duration of this Standard Warranty and to repair or replacement service as determined by Chandrahas Technologies Pvt Ltd in its sole discretion. No Chandrahas Technologies Pvt Ltd reseller, agent, or employee is authorized to make any modification, extension, or addition to this warranty.  

 

10.5 The Customer agrees that in relation to Third Party Products purchased through Chandrahas Technologies Pvt Ltd, where such of the Products are covered by a relevant manufacturer’s warranty, then the Standard Warranty shall not extend to such Third Party Products and such manufacturer’s warranty shall be the sole warranty in respect of such Third Party Products. The Customer shall utilize that warranty for the support of such Third Party Products and in any event not look to Chandrahas Technologies Pvt Ltd but shall look to the relevant manufacturer for such warranty support. Chandrahas Technologies Pvt Ltd in so far as permitted by law, provides Third Party Products “as is”.  

 

10.6 For AutomatiCH™/Chandrahas Technologies Pvt Ltd products wherein the country of origin is not India or purchased outside India will be limited support and services only on best effort basis and the same shall not be entitled to any replacement or refund. 

 

10.7 Chandrahas Technologies Pvt Ltd INCORPORATES ITS CONSUMER WARRANTIES REFERENCED ABOVE WHICH APPLY TO PURCHASES OF AutomatiCH™-BRANDED HARDWARE. CHANDRAHAS TECHNOLOGIES PVT LTD. MAKES NO WARRANTIES FOR SERVICE, SOFTWARE, MAINTENANCE, OR SUPPORT OR FOR NON-AUTOMATICH™ BRANDED PRODUCT, WHICH ARE PROVIDED “AS IS,” AND DISCLAIMS ALL OTHER WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, MERCHANTABLE QUALITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES AND CONDITIONS AGAINST HIDDEN OR LATENT DEFECTS. SOME STATES DO NOT ALLOW THE LIMITATION OF WARRANTIES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU.

 

11. Service and Technical Support  

11.1 Chandrahas Technologies Pvt Ltd will provide general service and technical support to Customer in accordance with the then‐current service and technical support policies in effect. Service and support offerings may vary from product to product. If the Customer purchases optional services and support as listed on Chandrahas Technologies Pvt Ltd’s invoice, Chandrahas Technologies Pvt Ltd will provide the optional service and support to the Customer in accordance with the then‐current terms and conditions in the optional service contract between Chandrahas Technologies Pvt Ltd and Customer (available via the Internet on Chandrahas Technologies Pvt Ltd’s Web site at //www.chandrahastech.org. / www.automatich.in. or upon request) in addition to the Standard Warranty or Relevant Warranty. Chandrahas Technologies Pvt Ltd may, at its discretion, revise its general and optional service and support programs and the terms and conditions that govern them. Chandrahas Technologies Pvt Ltd has no obligation to provide service or support until Chandrahas Technologies Pvt Ltd has received full payment for the Product or service/support contract for which service or support is requested.  

 

11.2 Telephone communications with us, our agents, or independent contractors may be monitored and/or recorded. You expressly consent, on behalf of yourself and other users of your phone number, to such monitoring or recording. By providing us with a phone number (including mobile) as your contact number, you expressly authorize us to contact you on that number via text message or telephone, including via prerecorded or auto-dialed calls. This consent is for non-telemarketing calls only.

 

11.3 IT IS YOUR RESPONSIBILITY TO BACK UP ALL EXISTING DATA, SOFTWARE, AND PROGRAMS BEFORE RECEIVING SERVICES OR SUPPORT (INCLUDING TELEPHONE SUPPORT). CHANDRAHAS TECHNOLOGIES PVT LTD AND/OR YOUR THIRD-PARTY SERVICE PROVIDER WILL HAVE NO LIABILITY FOR LOSS OR RECOVERY OF DATA OR PROGRAMS, OR FOR LOSS OF USE OF SYSTEM(S) ARISING OUT OF THE SERVICES OR SUPPORT OR ANY ACT OR OMISSION, INCLUDING NEGLIGENCE, BY CHANDRAHAS TECHNOLOGIES PVT LTD OR YOUR-THIRD-PARTY SERVICE PROVIDER. Parts used in repairing or servicing Product(s) may be new, equivalent-to-new, or reconditioned.

 

 

12. Liability  

12.1 In no event will Chandrahas Technologies Pvt Ltd be liable for any indirect, consequential, exemplary, incidental, or punitive damages, including lost profits, even if Chandrahas Technologies Pvt Ltd has been advised of the possibility of such damages. YOU AGREE THAT CHANDRAHAS TECHNOLOGIES PVT LTD’S LIABILITY IN ANY DISPUTE WILL BE CAPPED AT THE TOTAL AMOUNT YOU PAID FOR THE ORDER OR PRODUCT AT ISSUE.  

 

12.2 Chandrahas Technologies Pvt Ltd will provide support services to ‘out of warranty’ products (i.e. the AutomatiCH™ Switches and its components), provided the said products and spare parts are available in its inventory. In case of lack of availability due to the products/spare parts not being manufactured anymore by Chandrahas Technologies Pvt Ltd (due to reasons attributable to advancement in technology, innovation, new product launch, etc.), Chandrahas Technologies Pvt Ltd, at its sole discretion, may offer to provide the customer with an upgraded product or a refurbished product. The cost of the upgraded product or a refurbished product, which is not negotiable, may vary from product to product and the customer will be required to bear the same. 

 

12.3 Chandrahas Technologies Pvt Ltd shall not be liable in contract or in tort for any loss or damage suffered and consumer rights are limited to those set out in these Terms and Conditions and under statute.  

 

12.4 To the extent permitted by law and subject to clause 10.8, Chandrahas Technologies Pvt Ltd’s total liability herein in respect of each event or series of connected events shall not exceed the amount invoiced for the applicable Products and/or services under the Contract.  

 

12.5 The Customer shall indemnify Chandrahas Technologies Pvt Ltd and keep Chandrahas Technologies Pvt Ltd fully and effectively indemnified against any loss of or damage to any property or injury to or death of any persons caused by any negligent act or omission or wilful misconduct of the Customer, its employees, agents or sub‐contractors or by any breach of its contractual obligations arising out of these Terms and Conditions.  

 

12.6 To the extent permitted by law Chandrahas Technologies Pvt Ltd and Customer agree that Chandrahas Technologies Pvt Ltd will not be liable for Products not being available for use, or for data or software which is lost, corrupted, deleted, or altered. Any service response times stated by Chandrahas Technologies Pvt Ltd in service contracts are approximate only. Chandrahas Technologies Pvt Ltd shall not be liable to the Customer for a) any incidental, indirect, special, or consequential damages, b) loss of opportunity, c) loss of revenue, d) loss of profit or anticipated profit, e) loss of business f) loss of contracts, g) loss of goodwill, h) loss arising out of business interruption, i) loss arising out of or in connection with pollution or contamination all arising out of or in connection with the purchase, use or performance of Products or services, even if Chandrahas Technologies Pvt Ltd has been advised of their possibility.  

 

12.7 To the extent permitted by law, any typographical, clerical, or other error or omission in sales literature, quotation, price list, acceptance of offer, invoice, or other documents or information issued by Chandrahas Technologies Pvt Ltd shall be subject to correction without any liability on the part of Chandrahas Technologies Pvt Ltd / AutomatiCH™.  

 

12.8 Where under any applicable law, implied conditions and warranties cannot be excluded, Chandrahas Technologies Pvt Ltd’s liability for breach of such conditions and warranties shall be limited, at Chandrahas Technologies Pvt Ltd’s option, to: 

 

  • in the case of Products, the replacement of the Products or the supply of equivalent Products; the repair of such Products; the payment of the cost of replacing the Products or of acquiring equivalent Products; or the payment of the cost of having the Products repaired; OR 
  • in the case of services, the supplying of services again; or the payment of the cost of having services supplied again. 

 

13. Force Majeure  

Neither party shall be liable for any delay in performing any of its obligations under these Terms and Conditions if such delay is caused by circumstances beyond the reasonable control of the party so delaying, and such party shall be entitled to a reasonable extension of time for the performance of such obligations. 

 

14. Export Restrictions  

Each party, at its own expense, will comply with all applicable laws, orders, and regulations of any governmental authority with jurisdiction over its activities in connection with these Terms and Conditions and any Contract. Each party will furnish to the other party any information required to enable the other party to comply with applicable laws and regulations related to the Products. Chandrahas Technologies Pvt Ltd and Customer acknowledge that Products licensed or sold under any Contract are subject to export control laws and regulations, including those of the countries from which they were supplied and in which they are used and agrees to abide by those laws and regulations. The Products purchased under any Contract may not be sold, leased, or otherwise transferred to restricted end‐users or to restricted countries. In addition, the Products may not be sold, leased, or otherwise transferred to, or utilized by, an end‐user engaged in activities related to weapons of mass destruction, including but not necessarily limited to, activities related to the design, development, production, or use of nuclear materials, nuclear facilities, or nuclear weapons, missiles or support of missile projects, or chemical or biological weapons. The Customer and Chandrahas Technologies Pvt Ltd agree to comply with all applicable export laws, regulations, and orders. In addition, each party agrees to indemnify, defend and hold the other harmless from any claims, demands, or causes of action against the other due to the indemnifying party’s violation or alleged violation of the applicable export laws, regulations and orders.  

 

15. Bill of Entry Submission  

For Chandrahas Technologies Pvt Ltd direct orders, the purpose of clearance of goods from the Special Economic Zone, Bill of Entry shall be filed on behalf of the customer based on the information shared. Customer shall solely be liable for any liability and claim arising due to submission of incorrect or invalid data. Chandrahas Technologies Pvt Ltd shall have the right to cancel the Bill of Entry on behalf of the customer in the event of the order being canceled.

 

Applicable for all NON-GSTIN based orders: I confirm that the ordered computer device is for my/our personal use and the same is not connected with any trade or manufacture or agriculture.

 

16. Governing Law  

These Terms and Conditions shall be governed by and construed in accordance with the laws of India and shall be subject to the non‐exclusive jurisdiction of the courts of Palghar District, India.  

 

17. General  

17.1 The Customer shall not assign or otherwise transfer any Contracts or any of its rights and obligations hereunder whether in whole or in part without the prior written consent of Chandrahas Technologies Pvt Ltd. Any such unauthorized assignment shall be deemed null and void.  

 

17.2 If any provision of these Terms and Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Terms and Conditions and the remainder of the provisions in question shall not be affected thereby.  

 

17.3 No Waiver. No failure or delay on Chandrahas Technologies Pvt Ltd’s part in exercising any power or right under this Agreement operates as a waiver, nor does any single or partial exercise of any power or right preclude any other or further exercise, or the exercise of any other power or right.  

 

17.4 Chandrahas Technologies Pvt Ltd has the right to change the Terms and Conditions at any time.  

 

17.5 Information provided at Chandrahas Technologies Pvt Ltd’s website with respect to Chandrahas Technologies Pvt Ltd/AutomatiCH™’s Products may be out of date and Chandrahas Technologies Pvt Ltd makes no undertaking to update the information provided on the website with respect to the Products.  

 

17.6 Chandrahas Technologies Pvt Ltd can at any time, without notice, modify, suspend or terminate operation of or access to its website or to any part thereof; and/ or modify or change its website or any part thereof; and/o r interrupt operation to perform maintenance, error correction or other changes. 

 

Revised : 06 June 2021

Reseller Terms and Conditions of Sale

Terms And Conditions For India Resellers

Welcome to the world of AutomatiCH™ by Chandrahas Technologies Pvt Ltd.

You (Reseller) agree to resell Products, subject to the following India Reseller Terms and Conditions.

Reseller purchase order, if any, and relationship with Chandrahas Technologies Pvt Ltd shall be governed by and subject to the following India Reseller Terms and Conditions. In case of inconsistency between the terms and conditions of the Reseller purchase order submitted, the Invitation Letter, and the India Reseller Terms and Conditions, the India Reseller Terms and Conditions shall prevail.

1. Definitions

  • AutomatiCH™: means the Chandrahas Technologies Pvt Ltd subsidiary company as identified in Chandrahas Technologies Pvt Ltd/AutomatiCH’s Quotation or Invoice.
  • Partner Program Invitation Letter (Invitation Letter): means the letter sent by Chandrahas Technologies Pvt Ltd describing Chandrahas Technologies Pvt Ltd’s Channel Partner Program under the India Reseller Terms and Conditions contained herein.
  • Products: means products (which shall include services but not spare or replacement parts) supplied by Chandrahas Technologies Pvt Ltd but not necessarily manufactured, assembled, or, in the case of software, owned by Chandrahas Technologies Pvt Ltd. or any of its subsidiary companies or affiliates
  • Program : means Chandrahas Technologies Pvt Ltd’s Channel Partner Program as modified by Chandrahas Technologies Pvt Ltd at its discretion from time to time
  • Reseller: Reseller means an entity or person to whom the Invitation Letter has been sent.
  • Term : means a period of forty five (45) days starting from the date of signing the Invitation Letter within which period the Reseller must complete formalities required to become a Chandrahas Technologies Pvt Ltd Channel Partner.

2. Engagement

  • Scope of Engagement. Reseller, after submitting a signed and sealed Invitation Letter to Chandrahas Technologies Pvt Ltd may resell Products based on the Program and strictly in accordance with the India Reseller Terms and Conditions.
  • Formation of Contract. Chandrahas Technologies Pvt Ltd at its sole discretion may accept any purchase order from the Reseller. No contract shall come into existence until the Reseller purchase order has been accepted by Chandrahas Technologies Pvt Ltd.

3. Applicability & Scope of T&Cs

  • Applicability: These India Reseller Terms and Conditions shall be valid and continue to apply to every purchase order accepted by Chandrahas Technologies Pvt Ltd during the Term
  • Scope of Transactions: During the Term, the Reseller may at Chandrahas Technologies Pvt Ltd’s discretion (i) procure the Products from Chandrahas Technologies Pvt Ltd and supply the same subject to these T&Cs, (ii) re-sell the Products as per the guidelines communicated by Chandrahas Technologies Pvt Ltd from time to time.
  • No Obligation: Nothing under the India Reseller terms and Conditions, or the Invitation Letter guarantees the Reseller being appointed as the channel partner of Chandrahas Technologies Pvt Ltd. shall exercise its sole discretion in transacting with the Reseller, and or appointing the Reseller as its channel partner.

4. Orders, Delivery and Acceptance

  • Ordering Products: Chandrahas Technologies Pvt Ltd’s obligation to sell under these T&Cs will arise only when Reseller offers, and Chandrahas Technologies Pvt Ltd accepts, a valid purchase order for Products.
  • Accepted Orders Binding: Once the purchase order has been accepted by Chandrahas Technologies Pvt Ltd, Reseller will not be entitled to cancel the purchase order without the express written consent of Chandrahas Technologies Pvt Ltd.
  • Form of Orders: Reseller must place all purchase orders in writing. All purchase orders must contain the following information without fail: (a) a description of the Product; (b) quantity; (c) agreed price; (d) requested delivery schedule; (e) ship to address and (f) name of end-user where applicable, (g) payment terms agreed, if any.
  • Shipping Dates, Delivery, Title, and Risk: Chandrahas Technologies Pvt Ltd will estimate a ship date for all orders Chandrahas Technologies Pvt Ltd accepts. Ship dates are estimates only and do not guarantee a delivery date to Reseller or bind Chandrahas Technologies Pvt Ltd to meet any specific delivery schedule. Chandrahas Technologies Pvt Ltd may, at its discretion, deliver the Products by installments in any sequence. Where the Products are so delivered by installments, each installment shall be deemed to be the subject of a separate contract and no default or failure by Chandrahas Technologies Pvt Ltd in respect of any one or more installments shall vitiate these T&Cs in respect of Products previously delivered or undelivered products. Title to and risk in the Products passes from Chandrahas Technologies Pvt Ltd to Reseller when the Products are delivered by Chandrahas Technologies Pvt Ltd to Reseller at the “ship to” address set out in Reseller’s orders.
  • Acceptance: Unless Reseller notifies Chandrahas Technologies Pvt Ltd to the contrary on the day of delivery and such notification is confirmed in writing within two days, the products shall be deemed to have been accepted by Reseller as being in good condition and in accordance with this Agreement. Reseller shall not be entitled to withhold payment of all or any of the amounts due for the Products whilst any claim is being investigated by Chandrahas Technologies Pvt Ltd.

5. Payment Terms

  • Invoice and Payment Terms: Unless credit terms have been expressly agreed by Chandrahas Technologies Pvt Ltd, payment for the Products shall be made in full before physical delivery of the Products to the Reseller. Time for payment is of the essence. Chandrahas Technologies Pvt Ltd reserves the right to charge interest on sums overdue, on a day-to-day basis at the rate of 24% per annum. Such interest shall be payable on demand.
  • Other Effects of Non-Payment: In addition, without waiving any other rights and remedies at law or under this T&Cs, if an invoice is overdue, Chandrahas Technologies Pvt Ltd may (a) refuse to accept additional orders under this T&Cs; (b) terminate this T&Cs; (c) refuse to ship ordered Products; and/or (d) seek collection from Reseller, including all legal fees and other costs of collection Chandrahas Technologies Pvt Ltd, shall be entitled to deduct from any monies due to Reseller any sums owed by Reseller to Chandrahas Technologies Pvt Ltd.

6. Non Exclusivity

  • Non-Exclusivity: Reseller acknowledges that Chandrahas Technologies Pvt Ltd may enter into a similar arrangement as contemplated hereunder or other similar arrangements with other parties for different or other business opportunities.
  • No agency: It is understood that except for the discharge of obligations under the Scope of T&Cs hereunder, Reseller shall have no authority to enter into any agreement, obligations, or commitments on Chandrahas Technologies Pvt Ltd’s behalf, or to negotiate the terms of a potential customer agreement with Chandrahas Technologies Pvt Ltd. Reseller hereby agrees to indemnify, defend and hold Chandrahas Technologies Pvt Ltd harmless from and against any claims, actions, lawsuits, damages, awards or judgments arising out of any such agreements, obligations or commitments undertaken by Reseller or the breach thereof.

7. Relationship of the Parties

  • Independent Contractor: Chandrahas Technologies Pvt Ltd and Reseller are independent contractors. Neither Party will make any warranties or representations or assume any obligations on the other Party’s behalf. Neither Party is / nor will claim to be a legal representative, Reseller, franchisee, agent, or employee of the other Party. Reseller shall neither bind nor purport to bind Chandrahas Technologies Pvt Ltd to any obligation or expose Chandrahas Technologies Pvt Ltd to any liability. The reseller will not register with any authority or organization as an agent or representative of Chandrahas Technologies Pvt Ltd without Chandrahas Technologies Pvt Ltd’s prior written consent.
  • Assignment: Reseller shall not be entitled to assign or subcontract any of its rights or obligations under these T&Cs or appoint any sub-Reseller or agent to perform such obligations except with the prior written consent of Chandrahas Technologies Pvt Ltd.

8. Indemnities

  • Indemnification: Reseller shall indemnify Chandrahas Technologies Pvt Ltd against all claims damages and liabilities which Chandrahas Technologies Pvt Ltd may sustain or incur, or which may be brought or established against it by any person and which in any case arise out of or in relation to or by reason of the following without limitation:
    • Negligent acts of omission or commission, recklessness, or willful misconduct of Reseller or its agents, employees, or contractors in the performance of any of its obligations.
    • Any misrepresentations regarding Products.
    • Any unauthorized action or omission of Reseller or its employees;
    • Breach of any of the terms and conditions contained in these T&Cs.
    • The manner in which Reseller undertakes fulfillment of the scope of T&Cs;
    • Any breach or alleged breach of any applicable laws or regulations or generally accepted code of ethical standards and conduct, relating to the performance of the scope of T&CS;
    • Neglect to follow any recommendations made by Chandrahas Technologies Pvt Ltd relating to the scope of T&Cs;
    • Any act or omission by the Reseller that brings Chandrahas Technologies Pvt Ltd’s name and its Brand to disrepute.
    • Any breach or alleged breach of Government rules and regulations with regard to any tendering and procurement process
    • Reseller’s modifications of and/or additions to the Products infringing on, misappropriating, or otherwise violating the Intellectual Property of a third party;
  • Actions against Chandrahas Technologies Pvt Ltd by Reseller’s customers
  • Claims Procedure: If any claim is made against either party for which indemnification is sought under this Clause, the indemnified party shall consult with the other and, subject to being secured to its reasonable satisfaction, shall co-operate with the other in relation to any reasonable request made by the other in respect of such claim.

9. Limitation of Liability

  • Chandrahas Technologies Pvt Ltd does not exclude liability for death or personal injury caused by its negligence.
  • The express terms of this T&Cs are in lieu of all warranties, conditions, terms, undertakings, and obligations implied by statute, common law, custom, trade usage, and course of dealing or otherwise, all of which are hereby excluded to the fullest extent permitted by law.
  • Chandrahas Technologies Pvt Ltd’s total liability under this Agreement shall not exceed the total dollar amount of Products purchased by Reseller pursuant to this Agreement during the twelve months immediately preceding the date Chandrahas Technologies Pvt Ltd is notified by Reseller of any claim or liability.
  • Chandrahas Technologies Pvt Ltd shall not be liable or responsible for Products not being available for use, or for data or software which is lost, corrupted, deleted, or altered. Chandrahas Technologies Pvt Ltd shall not be liable for any incidental, indirect, special, or consequential damages whatsoever, including, but not limited to, loss of profits, revenue, anticipated savings, or indirect or consequential loss or damage, whether arising from negligence, breach of contract or any other course of action arising out of the subject matter of this T&Cs or resulting from loss of use or corrupted data or software, even if Chandrahas Technologies Pvt Ltd has been advised, knew of or should have known of the possibility thereof. Reseller further agrees that it shall include in all agreements selling, leasing, or transferring ownership of the products, a provision similar to the above disclaiming as to Chandrahas Technologies Pvt Ltd’s liability for incidental, indirect, special, or consequential damages.

10. Confidentiality:

  • Definition of Confidential Information: Confidential information is any and all current and future Product information, roadmap, technical or financial information, Customer names, addresses, and related data, contracts, practices, procedures, and other business information, including reports, strategies, plans, documents, drawings, machines, tools, models, patent disclosures, samples, materials and requests for proposals that may be disclosed between the parties, whether written, oral, electronic or otherwise, or information which by its nature is clearly confidential, however and wherever acquired (Confidential Information). Confidential Information excludes any information which was (1) known to the recipient party (Recipient) before receipt from the disclosing party; (2) publicly available through no fault of the recipient; (3) rightly received by Recipient from a third party without a duty of confidentiality; (4) disclosed by disclosing party to a third party without a duty of confidentiality on the third party; (5) independently developed by Recipient without breach of this or any other confidentiality agreements; or (6) disclosed by Recipient after prior written approval from the disclosing party.
  • Obligations of Confidentiality and Remedies: Recipient will protect, for a period of three (3) years from the date of disclosure, the disclosing party’s Confidential Information with the same degree of care, but no less than a reasonable degree of care, as Recipient uses with respect to its own Confidential Information. The disclosure of Confidential Information required by a government body or court of law is not a violation of this Clause if the Recipient gives prompt notice of the required disclosure to the disclosing Party.
  • Obligations under law: Should one party be compelled by law or be required to act in compliance with the legal requirement of a governmental agency to disclose the Confidential Information that party shall provide the other with reasonable notice of any disclosure and comply with any reasonable instructions as to such disclosure;
  • Return of other party’s Confidential Information: Upon any termination of these T&Cs, each party will promptly return to the other party all Confidential Information of the other party in its possession or control (including all media or physical evidence thereof).
  • Accidental Disclosure: In the case of accidental or inadvertent disclosure by the Reseller, the Reseller shall promptly notify to Chandrahas Technologies Pvt Ltd and inform Chandrahas Technologies Pvt Ltd of the steps taken to prevent misuse or further disclosure.
  • Exclusions: Reseller expressly agrees that nothing herein shall prevent Chandrahas Technologies Pvt Ltd as it sees fit in its sole discretion from disclosing relevant financial information (whether or not such information includes Confidential Information) to credit reference agencies, suppliers, banks or any other interested third parties.
  • Survival: Notwithstanding anything elsewhere in this T&Cs, the provisions of this Clause shall survive the termination or expiry of these T&Cs.

11. Publicity, Trademarks, Retention of Intellectual Property Rights and Advertising

  • Publicity: Reseller may not publicly release any information relating to these T&Cs, including the existence of these T&Cs, the Products, without first receiving Chandrahas Technologies Pvt Ltd’s prior written approval.
  • Trademarks: Reseller agrees not to alter, obscure, remove, interfere with or add to any of the trade or service marks, trade names, markings, or notices affixed to any of the Products, to the Product packaging, or to the documentation delivered together with the Products.
  • Retention of Intellectual Property Rights: All Intellectual Property rights in the Products shall at all time remain vested in Chandrahas Technologies Pvt Ltd or the third party licensor, regardless of any references or usages to the contrary in these T&Cs or the Program. Reseller shall not get any interest in any trademark, logo or trade name, patent right, model right or copyright, belonging or licensed to Chandrahas Technologies Pvt Ltd, its parent or associated companies, pursuant to anything contained in these T&Cs, and the Reseller shall also not register any of the aforementioned industrial and intellectual property rights with any governmental authority or official agency. The reseller may not use any of Chandrahas Technologies Pvt Ltd’s Intellectual Property including but not limited to name, marks or logo in any manner without the express written permission of Chandrahas Technologies Pvt Ltd.
  • Indemnity: Reseller shall, in accordance with the indemnification provisions of these T&Cs, indemnify, defend and hold Chandrahas Technologies Pvt Ltd harmless from any and all damages that accrue to Chandrahas Technologies Pvt Ltd due to Reseller’s failure to comply with the provisions in this T&CS

12. Warranty: 

  • General Warranty: Unless specified otherwise, Chandrahas Technologies Pvt Ltd warrants to Reseller that AutomatiCH™ branded Products (excluding Third Party Products), will be free from defects in materials and workmanship affecting normal use for a period of thirteen months from the invoice date (“Standard Warranty”) provided that Chandrahas Technologies Pvt Ltd may, from time to time, at Chandrahas Technologies Pvt Ltd’s sole discretion, offer extensions of the foregoing [thirteen month] warranty on such terms and with such limitations as Chandrahas Technologies Pvt Ltd may determine. This Standard Warranty does not cover damage, fault, failure, or malfunction due to external causes, including accident, abuse, misuse, problems with electrical power, servicing not authorized by Chandrahas Technologies Pvt Ltd, usage and/or storage, and/or installation, not in accordance with product instructions, failure to perform required preventive maintenance, normal wear and tear, the act of God, fire, flood, war, the act of violence or any similar occurrence; any attempt by any person other than Chandrahas Technologies Pvt Ltd personnel or any person authorised by Chandrahas Technologies Pvt Ltd, to adjust, repair or support the Products and problems caused by use of parts and components not supplied by Chandrahas Technologies Pvt Ltd. The Standard Warranty does not cover any items that are in one or more of the following categories: software; external devices; accessories, third party products or parts added to the Product after the Product is shipped from Chandrahas Technologies Pvt Ltd; accessories or parts added to the Product through Chandrahas Technologies Pvt Ltd’s Custom Factory Integration (CFI) program; accessories or parts that are not installed in the Chandrahas Technologies Pvt Ltd factory; or third party products purchased under AutomatiCH™ Products, Chandrahas Technologies Pvt Ltd Software & Peripherals (S&P) Program. During such [thirteen month] warranty Chandrahas Technologies Pvt Ltd will provide, on an exchange basis, replacement parts for the AutomatiCH™ branded Products covered under this Warranty when a part requires replacement.
  • Exclusions: AutomatiCH™ does not give any warranty that the Products are fit for any particular purpose and this Standard Warranty is given in place of all warranties, conditions, terms, undertakings, and obligations implied by statute, common law, trade usage, course of dealing or otherwise including warranties or conditions of merchantability, fitness for purpose, satisfactory quality and/or compliance with description, all of which are hereby excluded to the fullest extent permitted by law.
  • Third-Party Products: Reseller agrees that in relation to Third Party Products purchased through Chandrahas Technologies Pvt Ltd, where such of the Third Party Products are covered by a relevant manufacturer’s warranty, then the Standard Warranty shall not extend to such Third Party Products and such manufacturer’s warranty shall be the sole warranty in respect of such Third Party Products. Reseller shall utilize that warranty for the support of such Third Party Products and in any event not look to Chandrahas Technologies Pvt Ltd for such warranty support.
  • Reseller’s Warranty to Its Customers: Reseller agrees to only pass on to Reseller’s customers, Chandrahas Technologies Pvt Ltd’s limited warranties within the scope of this Clause 12, and Reseller will be liable for any greater warranty that Reseller purposely or inadvertently transfers to Reseller’s customers. The reseller will indemnify, defend and hold Chandrahas Technologies Pvt Ltd harmless for any damages or other costs that arise because of Reseller’s failure to properly inform Reseller’s customers of Chandrahas Technologies Pvt Ltd’s current limited warranties.
  • Service and Technical Support: Chandrahas Technologies Pvt Ltd will provide general service and technical support for the Products in accordance with the then-current service and technical support policies in effect. Chandrahas Technologies Pvt Ltd may, at its discretion, revise its general and optional support programs and the terms and conditions that govern them.
  • Returns: Reseller must notify Chandrahas Technologies Pvt Ltd within seven (7) days from the date of invoice, any short shipped, wrong shipped, defective, and damaged Products. Chandrahas Technologies Pvt Ltd at its discretion and at its own cost on shipping and taxes may repair, replace the Products notified. No claim in this regard will be accepted by Chandrahas Technologies Pvt Ltd from Reseller after the expiry of said seven days period.

13. Compliance:

  • General Regulatory Compliance: Reseller represents warrants and undertakes to Chandrahas Technologies Pvt Ltd that it will, at its own expense, comply with all applicable laws, orders, and regulations of any governmental authority with jurisdiction over its activities in connection with this T&Cs including all laws relating to personal data and privacy. If requested by Chandrahas Technologies Pvt Ltd, Reseller will furnish to Chandrahas Technologies Pvt Ltd any information required to enable Chandrahas Technologies Pvt Ltd to comply with applicable laws and regulations related to Products.
  • Import/Export Compliance: Reseller acknowledges that the purchased Products licensed or sold under this Agreement, which may include technology and software, are subject to the Customs and export control laws and regulations of India and the United States (“U.S.”) and may also be subject to the Customs and export laws and regulations of the country in which the products are manufactured and/or received. For any authorized resale under this Agreement, Reseller acknowledges that it is Reseller’s sole responsibility to comply with those laws and regulations and agrees to fully abide by those laws and regulations. Further, under those laws, the Products shipped pursuant to this agreement may not be sold, leased, or otherwise transferred to restricted end-users (including those on the U.S. Department of Commerce, Bureau of Industry and Security “Entity List” and other lists of denied parties) or to restricted countries (currently Cuba, Iran, North Korea, Sudan, and Syria). In addition, the shipped Products may not be sold, leased, or otherwise transferred to, or utilized by an end-user engaged in activities related to weapons of mass destruction, including without limitation, activities related to the design, development, production, or use of nuclear weapons, materials, or facilities, missiles or the support of missile projects, and chemical or biological weapons. In addition, Reseller agrees to indemnify, defend and hold Chandrahas Technologies Pvt Ltd harmless from any loss, expense, penalty, or claim against Chandrahas Technologies Pvt Ltd due to Reseller’s violation or alleged violation of any such applicable laws and regulations. If purchased Products are resold in violation of the foregoing restrictions, Chandrahas Technologies Pvt Ltd shall not be obligated to provide any warranty service or technical support.
  • Foreign Corrupt Practices Act: Reseller acknowledges that it is familiar with and understands the provisions of the Foreign Corrupt Practices Act of the U.S. (“the FCPA”) and agrees to comply with its terms as well as any provisions of local law or Chandrahas Technologies Pvt Ltd’s corporate policy and procedure-related thereto. Reseller further understands the provisions relating to FCPA’s prohibitions regarding the payment or giving of anything of value, either directly or indirectly, to an official of a foreign government or political party for the purpose of influencing an act or decision in his official capacity or inducing the official to use his or his party’s influence with that government, to obtain or retain business involving products. Reseller agrees to not violate or knowingly let anyone violate the FCPA with respect to the sale, licensing, and use of the products. Upon Chandrahas Technologies Pvt Ltd’s request, Reseller agrees to provide Chandrahas Technologies Pvt Ltd with written certifications of Reseller’s FCPA compliance
  • Illegal or Unethical Practices: Reseller shall not by itself or with others participate in any illegal, deceptive, misleading, or unethical practices including, but not limited to, disparagement of products or Chandrahas Technologies Pvt Ltd or any of its affiliate companies or other practices, which may be detrimental to products or Chandrahas Technologies Pvt Ltd.
  • The Reseller represents and warrants that none of the Reseller’s principals, staff, officers, or key employees are government officials, candidates of political parties, or other persons who might assert illegal influence on Chandrahas Technologies Pvt Ltd’s behalf. Reseller acknowledges and understands that Chandrahas Technologies Pvt Ltd’s choice of the Reseller was made after considering factors that support a belief that the FCPA, local law, and Chandrahas Technologies Pvt Ltd’s corporate policies and procedures will not be violated by Reseller. These T&Cs shall automatically terminate in the event of an improper payment by Reseller in violation of the FCPA or local law.

14. Reseller Obligations:

  • Inspections and Audits: Reseller shall permit Chandrahas Technologies Pvt Ltd and its authorized agents at all reasonable times to enter any of Reseller’s premises and to audit Reseller’s documentary records and books for the purpose of ascertaining that Reseller is complying with its obligations under these T&Cs, including compliance with other marketing activities support by Chandrahas Technologies Pvt Ltd that may occur from time to time. Chandrahas Technologies Pvt Ltd will pay the costs of such audits except where, in the reasonable sole discretion of Chandrahas Technologies Pvt Ltd, any non-compliance by Reseller is discovered, in which case Reseller agrees to be responsible for all reasonable costs.
  • Other Obligations: Reseller shall :
  • Ensure that all products if any, that comes under its control prior to delivery to its Customer shall be properly stored and maintained. Proper storage includes storing and maintaining the Products in environmental conditions that will prevent damage, degradation, and components failures that may be brought on by temperature extremes, humidity, condensing humidity, dust, shock and vibration, and other external fact Reseller becomes aware likely to be relevant in relation to the commercial exploitation of the products or which are advantageous or disadvantageous to the interests of Chandrahas Technologies Pvt Ltd;
  • At all times conduct its business ethically and in a manner that will reflect favorably on the Products and on the good name and reputation of Chandrahas Technologies Pvt Ltd., its subsidiary companies, and affiliates;
  • Implement a Code of Conduct that reflects the spirit and intent of Chandrahas Technologies Pvt Ltd’s Code of Conduct (available online) in all material respects (a copy of which will be provided to Reseller) and ensure that all its staff connected with this T&Cs conduct themselves in accordance with said Code;
  • Except in respect of proper use duly authorized by Chandrahas Technologies Pvt Ltd, not alter or interfere with the products or the documentation.

15. Representations and Warranties

 

Reseller represents and warrants:

  • That it is not entering into the T&Cs as an officer, employee, or agent of any other entity or individual.
  • That in performing its obligations under the T&Cs it will not represent or appear on behalf of Chandrahas Technologies Pvt Ltd before any agency, body or authority of the Government for any purposes whatsoever.
  • It has the necessary ability and experience to carry out the obligations assumed by it under these T&Cs and that by virtue of entering into these T&Cs it is not and will not be in breach of any express or implied obligation to any third party binding upon it.

16. Other Terms

  • Authority. If either party is a corporation or limited liability company, each person executing these T&Cs on behalf of such party hereby covenants, represents, and warrants that such party is duly formed or duly qualified and that each person executing this T&Cs on behalf of such party is an officer or member of such party and is duly authorized to execute, acknowledge and deliver the T&Cs to the other party.
  • Entire Agreement. These T&Cs supersedes all prior agreement, arrangements, and undertakings between the parties and constitutes the entire agreement between the parties relating to the subject matter hereof. No addition to or modification of any provision of these T&Cs shall be binding upon the parties unless made in writing signed by both parties.
  • Forbearance and Waiver. No forbearance, delay, or indulgence by either party in enforcing the provisions herein shall prejudice or restrict the rights of that party, nor shall any waiver of its rights operate as a waiver of any subsequent breach and no right, power, or remedy herein conferred upon or reserved for either party, is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative, unless where otherwise expressly stipulated in this T&Cs. No waiver of any term is valid unless it is in writing and signed by an authorized person of the party charged with the waiver. A waiver is valid for the specific situation for which it was sought. All remedies provided for in this T&Cs are cumulative and in addition to and not in lieu of any other remedies available to either party at law in equity or otherwise.
  • Governing Law & Jurisdiction. These T&Cs shall be governed by and construed in accordance with the laws of India and shall be subject to the non-exclusive jurisdiction of the Bangalore courts.
  • Assignment. These T&Cs shall not be assigned by Reseller in whole or in part, without the express written permission of Chandrahas Technologies Pvt Ltd. Any attempt to assign these T&Cs without Chandrahas Technologies Pvt Ltd’s written consent will render these T&Cs null and void.
  • Force Majeure. Neither Party shall be liable to the other Party for any failure to perform any of its obligations under this T&Cs during any period in which such performance is delayed by circumstances beyond its reasonable control including, but not limited to, fire, flood, war, embargo, strike, riot or the intervention of any governmental authority.
  • Severability. If any provision of this T&Cs is held to be illegal, invalid, or unenforceable by any law, rule, order, or regulation of any government, or any competent court of law such invalidity shall not affect the enforceability of any other provisions not held to be invalid.
  • Survival. Notwithstanding anything contained in the Invitation Letter, or these T&C the following Clauses 5, 8, 9, 11, 12 shall survive and continue to apply and shall continue to bind the Parties and their permitted successors and assigns:

 

Dell Terms and Conditions of Service and Support, India

1. Provision of Service and Support

During the continuance of this Agreement, Chandrahas Technologies Pvt Ltd will provide service and support as follows:

1.1 Chandrahas Technologies Pvt Ltd Telephone Support

Chandrahas Technologies Pvt Ltd shall provide at its sole option and for as long and for such hours as it may decide Telephone Support for the Customer. “Telephone Support” means telephone and remote hardware fault diagnosis provided by Chandrahas Technologies Pvt Ltd at its sole option and on such terms and conditions as it may, from time to time determine pursuant to clause 2.1.

1.2 Remedial Support

Upon receipt of notification from the Customer that the Products have failed or are malfunctioning, and in the event that the fault cannot be rectified using Chandrahas Technologies Pvt Ltd Telephone Support, Chandrahas Technologies Pvt Ltd undertakes to use all reasonable endeavors during the Standard Service Hours to make such corrections, repairs or adjustments to or replace such parts of the Products as may be necessary to restore the Products to their proper operating condition. The extent of such remedial support and whether this is achieved remotely or by an on-site visit by a Chandrahas Technologies Pvt Ltd or Chandrahas Technologies Pvt Ltd’s AMC Partner engineer will be determined by Chandrahas Technologies Pvt Ltd in its discretion and/or depending upon any Service Offering purchased by the Customer (as evidenced on the Invoice) from amongst the Service Offerings or the specific Service Offering packaged with the Product.

Chandrahas Technologies Pvt Ltd’s “Standard Service Hours” means the hours between 9.00 a.m. and 5.00 p.m. each day excluding Saturdays, Sundays, and public holidays. Additional service hours may be available at Chandrahas Technologies Pvt Ltd’s discretion in consideration of the payment of additional fees.

“Service Offering (s)” means the different service options offered by Chandrahas Technologies Pvt Ltd for the Products or any part of them and for varying periods, as described in Chandrahas Technologies Pvt Ltd’s published literature, including Customer’s Invoice and/or Chandrahas Technologies Pvt Ltd’s Service Description.

2. Exceptions to Service & Support

2.1 Chandrahas Technologies Pvt Ltd shall provide repair services that are necessary because of any existing defect or a defect that occurs in materials or workmanship in the system or in any system component covered by this Agreement. Preventive maintenance is not included. Repairs necessitated by software problems, or as a result of alteration, adjustment, or repair by anyone other than Chandrahas Technologies Pvt Ltd (or its authorized representatives) are not included.

2.2 Unless expressly provided by mutual agreement of Chandrahas Technologies Pvt Ltd and the Customer in writing and/or by the terms of a Service Description, Chandrahas Technologies Pvt Ltd’s service and support do not include support which is necessitated as a result of any cause other than a result of Chandrahas Technologies Pvt Ltd’s neglect or fault, including, without limitation:-

(a) Failure or fluctuation of electric power, air conditioning, humidity control, or other environmental conditions; or

(b) Accident, transportation, neglect, misuse, abuse or default of or by the Customer its employees or agents or any third party, including but not limited to broken or cracked plastics; or

(c) Any fault in any products or components which are not supplied by Chandrahas Technologies Pvt Ltd, whether or not

(i) They form part of a Customer’s configuration of the Products; or

(ii) They comprise the Customer’s configuration and the Products form an integral part of them; or

(d) Any fault in attachments or associated products or components (whether or not supplied by Chandrahas Technologies Pvt Ltd) which do not form part of the Products covered by this Agreement and/or under the relevant Service Offering; or

(e) Any fault in the Products caused by the failure of any products or components not supplied by Chandrahas Technologies Pvt Ltd; or

(f) Act of God, lightning, fire, flood, war, the act of violence or any similar occurrence; or

(g) Any attempt by any person other than Chandrahas Technologies Pvt Ltd personnel or any person authorized by Chandrahas Technologies Pvt Ltd (via the telephone or otherwise) or an authorized Chandrahas Technologies Pvt Ltd sub-contractor, to adjust, repair or support the Products.

2.3 Unless expressly provided by mutual agreement of Chandrahas Technologies Pvt Ltd and the Customer in writing and/or by the terms of a Service Description, Chandrahas Technologies Pvt Ltd’s service & support do not include:-

(a) support of non-AutomatiCH branded Products (even though they may have been supplied by Chandrahas Technologies Pvt Ltd and form part of the Product) or Products which are not standard AutomatiCH assemblies or configurations as defined on Chandrahas Technologies Pvt Ltd’s published price list. The Customer agrees that where such of the Products are covered by a relevant manufacturer’s warranty to utilize that warranty for the support of such Products and in any event not look to Chandrahas Technologies Pvt Ltd for such support;

(b) Services at places other than the Customer’s address specified on the Invoice except where Chandrahas Technologies Pvt Ltd specifically agrees otherwise;

(c) The correction or avoidance of software defects or errors or the Customer’s data or any re-configuration of the Products as carried out before shipment;

(d) Electrical or other environmental work external to the Products; and

(f) The support of any attachments or associated products which do not form part of the Products.

2.4 Collection of Products by Chandrahas Technologies Pvt Ltd, or its appointed carrier and/or its authorized sub-contractor for the purposes of this Agreement shall not be construed as invalidating the exceptions stated above and shall not imply that Chandrahas Technologies Pvt Ltd accepts the validity of any customer’s claim.

3. Replacement

3.1 Chandrahas Technologies Pvt Ltd reserves the right to replace the whole of the Products or any part or parts thereof which may be found to be faulty or in need of investigation even where only a part of the Products are so faulty or in need of investigation.

3.2 Chandrahas Technologies Pvt Ltd, in effecting such replacement, is under no obligation to use Products or any parts thereof which are identical in all respects to the faulty Products. Unless local laws determine otherwise, Chandrahas Technologies Pvt Ltd reserves the right to supply used or reconditioned parts or Products which are equivalent to new in functionality and appearance. Chandrahas Technologies Pvt Ltd shall ensure that any Products or parts thereof used in replacement shall have substantially the same fittings and at least an equivalent specification to the faulty Products or parts thereof. Chandrahas Technologies Pvt Ltd reserves the right to supply Products or parts thereof manufactured by whomsoever it shall, from time to time, deem appropriate.

3.3 The products or parts supplied to replace the Products shall become the property of the owner of the Products. The Products or any part or parts thereof removed shall become the property of Chandrahas Technologies Pvt Ltd.

3.4 The warranty term for a spare part used in repairing Products (“Replacement Part”) is 90 days from its installation in the Product or the remainder of the warranty term for the Product into which it is installed, whichever is longer. For the avoidance of doubt, the warranty term of a Product is not extended after its repair or replacement. Customer will pay Chandrahas Technologies Pvt Ltd for a Replacement Part when the part replaced is not returned by Customer to Chandrahas Technologies Pvt Ltd within 10 days after the date the Replacement Part was delivered to Customer by Chandrahas Technologies Pvt Ltd. Prices of the part replaced will be at Chandrahas Technologies Pvt Ltd’s then-current standard price in the Territory.

3.5 The provisions of this Agreement shall apply to all replacements of any part or parts of the Products made by Chandrahas Technologies Pvt Ltd during the continuance of this Agreement.

4. Customer’s Obligations

 

4.1 During the continuance of this Agreement, the Customer shall:-

4.1.1 Facilities

(a) Provide Chandrahas Technologies Pvt Ltd with full, safe, and prompt access to the Products to enable Chandrahas Technologies Pvt Ltd to carry out its obligations under this Agreement.

(b) Provide adequate working space around the Products for the use of Chandrahas Technologies Pvt Ltd’s personnel and make available all reasonable facilities as may be requested from time to time by Chandrahas Technologies Pvt Ltd for the storage and safekeeping of any test equipment and spare parts.

(c) Use all reasonable endeavors to provide a suitable vehicle parking facility for use by Chandrahas Technologies Pvt Ltd’s personnel which is not used for any other testing, diagnostic and remedial purposes at the Customer’s expense.

(d) Use all reasonable endeavors to provide a suitable vehicle parking facility for use by Chandrahas Technologies Pvt Ltd’s personnel which is free from any legal restrictions and which is immediately close to the location.

(e) Ensure, in the interest of health and safety, that Chandrahas Technologies Pvt Ltd’s personnel are met promptly by a member of the Customer’s staff and while on the Customer’s premises for the purposes of this Agreement, are at all times accompanied by a member of the Customer’s staff familiar with the Customer’s premises and safety procedures.

(f) Make available to Chandrahas Technologies Pvt Ltd, free of charge, all facilities and services reasonably required by Chandrahas Technologies Pvt Ltd to enable Chandrahas Technologies Pvt Ltd properly to provide the Services under this Agreement.

(g) Provide such telecommunication facilities as are reasonably required.

4.1.2 Use and Care

(a) Make sure that proper environmental conditions (in particular those (if any) defined in the relevant Product user manuals) are maintained for the Products and shall further maintain in good condition the place where the Products are situated, the cables and fittings to the Products and associated with the Products, and the electricity supply thereto.

(b) Save for discrete additions generally recognized as being compatible with the Products, not make any modifications to the Products without Chandrahas Technologies Pvt Ltd’s prior consent.

(c) Ensure that the Products are used in a proper manner, in accordance with the Product user manuals and by competent trained employees only or by persons under their supervision.

(d) Ensure that the external surfaces of the Products are, where appropriate, kept clean and in good condition and shall carry out any minor maintenance requirements recommended by Chandrahas Technologies Pvt Ltd (or recommended in the relevant Product user manual) from time to time.

(e) Save as aforesaid, and except when operating under:

(i) a Chandrahas Technologies Pvt Ltd Agreement or in accordance with a Service Offering which provides otherwise; or

(ii) under instructions from the Chandrahas Technologies Pvt Ltd Telephone Support; not attempt to adjust, repair, support or maintain the Products and shall not request, permit or authorize anyone other than Chandrahas Technologies Pvt Ltd or the manufacturer of the Products (where such Products are under a warranty from a manufacturer other than Chandrahas Technologies Pvt Ltd) to carry out any adjustments, repairs, support or maintenance of the Products.

(f) Use on or with the Products only such accessory, attachment, component or additional equipment or products as Chandrahas Technologies Pvt Ltd recommends, or are recommended in accordance with the Product user manuals, or are commonly and properly used on or with the Products.

(g) Not use in conjunction with the Products any accessory, attachment, component or additional equipment or products other than those which have been supplied or approved by Chandrahas Technologies Pvt Ltd for use in the manner proposed, or which are specifically approved as compatible by the relevant Product user manuals.

4.1.3 Notification and Information

(a) Promptly notify Chandrahas Technologies Pvt Ltd if the Products need service or are not operating correctly. Failure by the Customer to notify Chandrahas Technologies Pvt Ltd within 2 weeks of the Customer first becoming aware of such failure or incorrect working shall free Chandrahas Technologies Pvt Ltd from all obligations to investigate or correct such failure or incorrect working.

(b) Make available to Chandrahas Technologies Pvt Ltd, free of charge, such information as may be necessary to enable Chandrahas Technologies Pvt Ltd properly to conduct telephone diagnosis as part of the Chandrahas Technologies Pvt Ltd Telephone Support service, and in addition, such programs, operating manuals and information to enable Chandrahas Technologies Pvt Ltd properly to perform its obligations under this Agreement and shall use its best endeavors to provide staff familiar with the Customer’s programs and operations, which staff shall co-operate fully with Chandrahas Technologies Pvt Ltd personnel operating Chandrahas Technologies Pvt Ltd’s Telephone Support or present on-site, as the case may be, in the diagnosis of any malfunction of the Products.

Database and Software Keep full security copies of any of the Products comprising Software and of the Customer’s programs, databases and computer records in accordance with best computing practice and in any case before requesting Services from Chandrahas Technologies Pvt Ltd. The Customer acknowledges that they are responsible for re-loading their own application software after any such Services have been provided. It is the Customer’s responsibility to backup data on the system. Chandrahas Technologies Pvt Ltd will not be responsible for loss of or damage to data or loss of use of any of the computer or network systems.

4.2 The Customer must grant the service technician full access to the system and (at no cost to Chandrahas Technologies Pvt Ltd) have working space, electricity and a local telephone line. If these requirements are lacking, Chandrahas Technologies Pvt Ltd is not obligated to provide service. In addition, Chandrahas Technologies Pvt Ltd is not obligated to provide service if the Customer fails to provide an environment that is conducive to repair, including for example, if the Customer insists on service to be provided at varying locations, if the Customer fails to properly restrain a pet, if the Customer threatens Chandrahas Technologies Pvt Ltd or it’s AMC Partner/technician either verbally or physically, or if the Customer location or the general area where the system is located is dangerous, infested with insects, rodents, pests, biohazards, human or animal excrement and/or chemicals as reasonably determined to be unsafe by Chandrahas Technologies Pvt Ltd technician.

4.3 To receive service and support, the Customer is responsible for complying with the following:

(a) Prepare for the Call. The Customer can help the technician serve better if the Customer has the following information and materials ready when the call is made: the Customer System’s Invoice and serial numbers; service tag number; model number; and the brand names and models of any third-party devices (such as a Smart Lock, Video Door Phone, Security & Safety Sensors) being used.

(b) Explain the Problem to the Technician. The Customer should describe the problem the customer is having with the System. Let the technician know what the error message is and when it occurs; what was being done when the error occurred; and what steps have already been taken to solve the problem.

(c) Cooperate with the technician. Listen carefully to the technician and follow the technician’s directions.

(d) If the technician is unable to resolve the problem over the phone, the technician will recommend to the Customer the next course of action to be taken. 

Until the customer has complied with the above procedures, Chandrahas Technologies Pvt Ltd cannot provide the customer with service and support.

5. Liability

5.1 Chandrahas Technologies Pvt Ltd warrants that services will be performed in a good and workmanlike manner. Except as expressly stated in the preceding sentence, Chandrahas Technologies Pvt Ltd makes no express or implied warranties with respect to the services, including but not limited to any warranty relating to third party products, any warranty with respect to the performance of any hardware or software used in conducting services, any express or implied warranties concerning the results to be obtained from the services or warranties concerning the results to be obtained from the services or the results of any recommendation Chandrahas Technologies Pvt Ltd may make, including without limitation any implied warranties concerning the performance, merchantability, suitability, non-infringement or fitness for a particular purpose of any of the deliverables or of any system that may result from the implementation of any recommendation Chandrahas Technologies Pvt Ltd may provide. Nothing in this agreement or any other written documentation or any oral communications with the customer may later alter the terms and conditions of this paragraph.

5.2 Chandrahas Technologies Pvt Ltd shall not be liable for any loss or damage sustained or incurred by the Customer or any third party (including without limitation any loss of use of the Products or loss of or spoiling of any of the Customer’s programs or data) resulting from any lines down of or fault in the Products unless such lines down or fault is caused by the negligence or willful misconduct of Chandrahas Technologies Pvt Ltd, its employees, agents or sub-contractors, or to the extent that such loss or damage arises from any negligent delay by Chandrahas Technologies Pvt Ltd in providing the particular Services purchased by the Customer and then only to the extent not excluded by this Agreement.

5.3 The Customer shall indemnify Chandrahas Technologies Pvt Ltd and keep Chandrahas Technologies Pvt Ltd fully and effectively indemnified against any loss of or damage to any property or injury to or death of any persons caused by any negligent act or omission or willful misconduct of the Customer, its employees, agents or sub-contractors or by any breach of its contractual obligations arising out of this Agreement.

5.4 Except in respect of injury to or death of any person, for which no limit applies, Chandrahas Technologies Pvt Ltd’s total liability to the Customer under this Agreement in respect of each event or series of connected events is limited to the amount paid by the Customer for the relevant Services(which gives rise to the claim) purchased by the Customer as evidenced on the Invoice.

5.5 Any service response times stated by Chandrahas Technologies Pvt Ltd in the Service Offerings are approximate only and shall not form part of the Contract. Chandrahas Technologies Pvt Ltd will use all reasonable endeavors to meet the stated response times, however, Chandrahas Technologies Pvt Ltd shall not be liable for any direct or indirect loss or damage arising from its failure to meet such response times, howsoever occasioned.

5.6 Notwithstanding anything else contained in this Agreement, Chandrahas Technologies Pvt Ltd shall not be liable to the Customer for loss of business, profits or contracts, or other indirect or consequential loss whether arising from negligence, breach of contract, or howsoever.

5.7 Some Services may require Chandrahas Technologies Pvt Ltd to access hardware or software that is not manufactured by Chandrahas Technologies Pvt Ltd. Some manufacturers’ warranties may become void if Chandrahas Technologies Pvt Ltd or anyone else, other than the manufacturer or its authorized representative, works on the hardware or software. Chandrahas Technologies Pvt Ltd does not take responsibility for third-party warranties or for any effect that the Chandrahas Technologies Pvt Ltd services may have on those warranties.

6. Waiver

Except as otherwise expressly provided for in this Agreement, no forbearance, delay, or indulgence by either party in enforcing the provisions of this Agreement shall prejudice or restrict the rights of that party, nor shall any waiver of its rights operate as a waiver of any subsequent breach, and no right, power or remedy herein conferred upon or reserved for either party, is exclusive of any other right, power or remedy available to that party and each such right, power or remedy shall be cumulative.

7. Consumers

Nothing in this Agreement shall affect the statutory right of a Customer dealing with Chandrahas Technologies Pvt Ltd as a consumer as defined in any consumer protection legislation intended to protect consumers in similar transactions.

8. Subcontracting

Chandrahas Technologies Pvt Ltd has the right to subcontract the Services provided under this Agreement to any of its authorized service providers.

9. Severance

If any provision of this Agreement (including terms contained in a relevant Service Offering) is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of this Agreement and the remainder of the provisions in question shall not be affected thereby.

June 2021 Revised Edition

(India Service and Support.v1.June 21)

Service Contracts

If you have purchased service(s) from Chandrahas Technologies Pvt Ltd or a Chandrahas Technologies Pvt Ltd reseller, your quote, order acknowledgment, invoice or receipt will include the name of the service(s) that you purchased. If you do not have your invoice, then request a copy of your invoice.

To locate your service terms, first, select the category of service that you purchased from the options on this page, and then choose among the relevant Service Descriptions or Offer Specifications in that category. For assistance locating or obtaining a soft copy of an active or inactive Service Description or Offer Specification on this website, please contact your regional Dell Technical Support Team. Next, choose your preferred method (email, Chat, Phone Call) to communicate with Chandrahas Technologies Pvt Ltd Technical Support. You may also contact your Chandrahas Technologies Pvt Ltd sales representative for additional assistance.

Please note that the publication of a Service Description or Offer Specification on these pages or merely setting out a heading about a particular Service or Offer on a country webpage does not establish the availability of the service offering in your country. Please contact your local Chandrahas Technologies Pvt Ltd / AutomatiCH Services Sales Representative to confirm the availability of a service offering in your country.

Support Services

You can check your hardware-specific warranty on your invoice.

If no Service Description or Offer Specification is shown on the invoice, please contact your local Dell Services Sales Representative to confirm the availability of this service for you.

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Mail:- info@chandrahastech.org
Call :-  1800-103-8898 / 9975757080
Office: Chandrahas Technologies Pvt Ltd,
Level 13, Platinum Techno Park
Plot No 17 & 18, Sector 30A,
Vashi, Navi Mumbai - 400705.
Maharashtra.

CIN: U72900MH2017PTC300644

 

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