Irrevocability, Non-Returnability, and Non-Refundability : It is hereby expressly and irrevocably covenanted that all machinery, apparatus, instruments, or allied mechanical or electrical goods sold, consigned, or otherwise transferred under this commercial instrument shall be absolutely nonreturnable, non-exchangeable, and non-refundable in perpetuity. Upon acknowledgment of delivery by the consignee or its representative, no claim, refund, restitution, or repurchase shall be entertained, whether oral or written, equitable or contractual.
Complete Absence of Warranties or Guarantees : All goods are supplied strictly on an “as-is, where-is, with all faults” basis. The seller provides no express, implied, statutory, or collateral warranty or guarantee of any nature whatsoever—including, without limitation, warranties of merchantability, operational efcacy, durability, compatibility, performance, or tness for a particular purpose. The buyer assumes full responsibility for the suitability and use of the goods.
Unconditional Acceptance and Voluntary Consent : Acceptance, acknowledgment, or receipt of the goods by the purchaser or any authorized representative shall constitute nal, conclusive, and incontrovertible evidence of full satisfaction and voluntary consent. No subsequent rejection, objection, or repudiation shall be maintainable in any forum, tribunal, or authority, civil or otherwise.
Exclusion of Delivery Agent’s Liability : Any individual or entity engaged in transportation, logistics, or delivery— whether an employee, contractor, or third-party agent—shall be deemed completely absolved of all civil, contractual, tortious, or nancial liability concerning the nature, quality, or performance of the delivered goods. No claim or proceeding shall lie against such delivery personnel or intermediary.
Buyer’s Exclusive Duty of Inspection : It is the sole prerogative and obligation of the buyer to inspect, examine, and test the goods prior to or at the moment of delivery. The seller shall bear no responsibility for non-inspection, delayed inspection, or post-delivery dissatisfaction or defects alleged thereafter.
Finality of Delivery and Irrevocable Acceptance : Upon completion of delivery, no complaint, claim, or protest— whether relating to defects, malfunctions, design errors, or commercial inadequacy—shall be entertained. Delivery shall ipso facto constitute nal acceptance and closure of all contractual obligations of the seller.
Governing Law and Exclusive Jurisdiction : This invoice and the transaction herein shall be governed exclusively by the laws of the State of Uttar Pradesh, Republic of India. The courts of Lucknow alone shall possess exclusive jurisdiction, both original and appellate, over any dispute, claim, or legal proceeding arising from or related to this transaction.
Indemnity and Hold Harmless : The buyer hereby irrevocably agrees to indemnify and hold harmless the seller, its afliates, employees, agents, contractors, and assigns from and against any and all losses, damages, claims, liabilities, expenses, penalties, or actions, including legal costs, arising directly or indirectly from the possession, use, misuse, malfunction, or resale of the delivered goods.
Entire Agreement and Non-Variation : These terms and conditions constitute the entire and exclusive agreement between the parties, superseding all prior discussions or representations, oral or written. No modication, waiver, or variation shall be valid unless executed in writing and duly signed by the authorized representatives of both parties. KEY POINTS IN SIMPLE WORDS
