Terms and Conditions
1. PRICES. Unless otherwise specifically agreed, all prices are for material packed for domestic shipment and for delivery F.O.B. point of manufacture. Acceptance of your order is based on present costs, and the prices set forth herein are subject to increase by Seller at any time prior to delivery in respect to all or any portion of the material on order to the extent necessary to Seller’s increased costs applicable thereto.
2. DELIVERY. Shipping dates are approximate and based o prompt receipt of all necessary information. All risk of loss shall be on Buyer from point of shipment. Buyer shall pay all transportation and delivery charges to final destination. Partial shipments may be made and payment therefore shall become due in accordance with the terms hereof.
3. DEFAULT. If Buyer shall fail or refuse to accept delivery of the equipment and parts ordered hereunder of shall default in the performance of any of the terms, covenants and conditions of this agreement, Seller may retain the cash deposited or paid to it and/or equipment accepted by it on account of the sale price and apply the same toward payment of its damages.
4. DELAYS. Seller shall not be liable for loss or damages due to delay in delivery, manufacture or installation resulting from any cause beyond Seller’s reasonable control, including but not limited to, compliance with any regulation, orders or instructions of any federal, state or municipality government of any department or any agency thereof, Acts of God, acts or omissions of the Buyer, acts of civil or military authority, fires, strikes, factory shutdowns or alterations, embargoes, wars, riot, delays, transportation, or inability due to causes beyond the Seller’s reasonable control to obtain necessary labor or materials from the Seller’s usual sources; and any delay resulting from any such cause shall constitute cause for extending delivery dates and receipt of the goods shall constitute a waiver or all claims for damages. In no event shall Seller be liable for special or consequential damages.
5. PAYMENT TERMS. The terms of sale herein are Cash on Delivery subject to credit approval an Seller may at any time prior to delivery modify the terms of payment originally specified to require payment in advance.
Net Cash 30 Days subject to credit approval. If the total selling price is not paid when due Buyer shall pay late charges equal to the highest lawful contract rate of interest not to exceed 1-1/2% per month computed from the due date on the unpaid balance of the total selling price. If the total selling price, or any part thereof is not paid when due and referred to a collection agency and/or attorney for collection, Buyer shall be responsible for an pay all reasonable costs of collection, including, but not limited to, attorney fees.
6. SPECIFICATIONS. Quantities and sizes are subject to variation in accordance with Seller’s standard practices and tolerances and the requirement or the job where the equipment covered by this order to be installed. It is Seller’s policy to constantly strive to improve its product. Seller, therefore reserves the right to make changes in design, and other changes, whenever Seller believes its product will be improved thereby, but without incurring any obligation to incorporate such changes retroactively.
7. INSTALLATION. If this order acknowledgment provides for installation, Seller obligation to deliver the equipment and provide for its installation shall I no event commence until the premises are ready to receive the equipment, and such obligations shall be subject to all the other terms hereof. Costs and expenses to Seller or its contractor of delays in installation due to interference by other contractors working on the premises will be charge to Buyer. Installation costs stated in this order are estimated, cover only installation of the equipment specified herein, and do not cover any other costs, including, but limited to, costs of electrical work, carpentry, plumbing, sweeping, mopping, dusting or general clean up. Seller or its contractor shall not be responsible for removing or disposing of packing material, cartons, boxes, or other containers housing the equipment.
8. TAXES. The amount of taxes stated on the Seller’s invoice, if any, is approximate only. Buyer is liable for the full amount of all taxes applicable to or as a result of this transaction, exclusive of franchise taxes and taxes measured by the net income of Seller. Buyer shall pay the amount of all such taxes as at any time requested by Seller as if originally added to the price. If Seller pays such taxes, Buyer shall reimburse Seller therefore. All such taxes now and hereafter applicable to this transaction shall e paid by Buyer.
9. CANCELLATION. Buyer may cancel its order, reduce quantities, revise specifications or extend schedule only by mutual agreement as to reasonable and proper cancellation charges which shall take into account expenses already incurred and commitments made by Seller, and Buyer shall indemnify Seller against any loss.
10. WARRANTY. Seller warrants that each new item of equipment and parts manufactured by Seller hereunder shall be free from defects in material and workmanship. Seller’s obligation under this warranty be limited solely, at Seller’s option, to repairing or replacing F.O.B. Seller’s place of business, or allowing credit for, any part which under normal an proper use an maintenance, proves defective I material and workmanship, within one year from date of original installation (not to exceed one year and thirty days from date of shipment from the factor); provided, that notice of any such defect and satisfactory proof thereof is promptly given to Seller and thereafter such part is returned to Seller, at its request, with transportation charge prepaid and Seller’s examination proves such part to have been defective. THIS WARRANTY IS IN LIEU OF ALL OTHERS WARRANTIES, EXPRESSED OR IMPLIED, AND DOES NOT INCLUDE ANY IMPLIED WARRANTIES OR MERCHANTIBLITY OR FITNESS OF A PARTICULAR PURPOSE. SELLER SHALL NOT BE LIABLE FOR CONSEQUENTIAL OR SPECIAL DAMAGES.
This warranty does not apply: (1) to used product ordered “AS IS” basis (2) to damage to any new product or part caused by overloading, abuse, misuse, tampering, neglect, or accident, or putting to a use other than normally recommended by Seller; (3) to any product or part which shall have been repaired, altered or assembled in any way by other than Seller, Seller’s supplier or Seller’s installation contractor which, in sole judgment of Seller affects the performance, stability or purpose for which it was manufactured; (4) toward payment of any removal or installation charges of warranted parts; (5) Fire, flood, acts of God, (6) Seller makes no warranty whatsoever in respect of items not manufactured by Seller, but instead the applicable warranties, if any, of the respective manufacturers thereof shall apply.
11. APPLICABLE LAW; VARIATION OF TERMS. The rights and obligations of Seller and Buyer under this order shall be governed by the laws of the state where accepted by Seller. No waiver, modification, or addition to any of the terms of this order shall be binding on Seller unless made in writing by an authorized representative of Seller. The provisions hereof are intended by Buyer and Seller as a final expression of their agreement and are intended also as a complete and exclusive statement of all terms applicable to Buyer’s order.
12. ALL printed prices are quoted F.O.B. Factory, subject to terms as printed and subject to change without notice.
13. MANUFACTURE or its Seller makes no claims verbal or otherwise that products meet or adheres to established Building Code, local ordinances specified or unspecified regulations. It is the Buyer’s responsibility to be aware of such and prove compatibility.