QUALITY CONTROLS, INC., hereinafter Q.C.I., warrants its products against defects in manufacturing if the products are used for the purposes for which they are manufactured and sold. This warranty shall expire one year from date of shipment (120 days for items deemed severe service). THIS WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, WRITTEN OR ORAL, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF [viERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE HEREBY EXCLUDED. SPECIFICATIONS ATTACHED TO OR FURNISHED WITH PRODUCTS ARE DESCRIPTIVE ONLY AND SHALL NOT BE TREATED AS WARRANTIES. The purchaser's exclusive right or remedy under this warranty shall be limited to the furnishing of replacements for products found defective by Q.C.I. Q.C.I.'s warranty is void if any modification is made on the warranted product, regardless of whether the modification causes or contributes to defect or damage. Any modifications are made at the risk of the party making the modification. Purchaser indemnifies and holds Q.C.I, harmless from all claims or causes of action arising from purchasers modifications, even though groundless, as well as from any damage suffered by Q.C.I, arising in whole or in part from such modification. If purchaser modifies and resells the product, purchaser agrees to inform its customers that Q.C.I, makes no express or implied warranties because of the modification, Q.C.I.'s warranty is also void in the event that product failure results from acts or omissions of persons other than Q.C.I., or from accident or abuse, misuse, or misapplication of the product
1. ACCEPTANCE AND GOVERNING PROVISIONS: All sales are made only on these terms and conditions, including those on the face of this form. If any other terms have been submitted by the buyer, they are rejected and these terms are proposed as a counter-offer; and if the buyer fails to reject this offer forthwith upon receipt hereof or proceeds in any way with the transaction proposed or takes possession of the goods to be sold hereunder, the buyer shall be deemed to agree to these terms. Acceptance of this offer, whether express, by action indicating intent to purchase goods ordered, or by failure to reject it as otherwise specified, is limited to the terms and conditions stated herein. Ail subsequent action shall be pursuant to these terms and conditions and any additional or different terms are hereby objected to and shall not be binding upon the parties, unless agreed to in writing by the seller.
2. LIABILITY: The Warranty set forth above shall constitute the sole remedy of Purchaser and sole liability of Q.C. I., whether in contact, tort, negligence, strict liability, under warranty, or otherwise; and in no event shall Q.C.I.'s liability exceed the amount of the purchase price paid by the Purchaser, nor shall Q.C.I, be liable under any circumstance for special, indirect, or consequential damages.
3. DEFAULT: The Purchaser shall have no claim for any labor, downtime or consequential damages of any kind, including, without limitation, loss of profits, or any other loss, damage or expenses of any kind arising out of any Q.C.I, default whatsoever including, without limitation, delay in shipment.
4. PRICES: Prices are subject to change without notice. Prices quoted on specifically engineered products are valid for thirty days or a length of time as put forth in written quotation form from authorized personnel of the seller located at the home office.
5. TAXES AND OTHER CHARGES: All applicable sales, excise or other taxes levied by Federal, State or local authorities will be paid by-the buyer unless otherwise agreed. All prices are subject to change in the amount of sales, excise, use, occupation and any other taxes levied on sales transactions.
6. PAYMENT TERMS: Payment terms are net thirty days from the invoice date. Payment for all goods and services are to be made in U.S. Dollars. Buyer agrees to pay for the goods and any shipping or other charges in full on the terms set forth herein on the face hereof. In addition to all other remedies the seller has under all applicable laws, in the event of the buyer's default, the seller shall have the right to finance charges upon the unpaid balance at the principal percentage rate of 18% (1 1/2% per month). The buyer shall also pay all costs of collection including, without limitation, attorney's fees. If in the seller's opinion, the financial condition or actions of the buyer at any time indicate that payment for goods ordered may not be received, the seller may discontinue shipment and require payment in advance.
7. CANCELLATION POLICY:
STANDARD PRODUCTS: Any order cancelled after being received and entered, will carry a cancellation charge of 10% of the net price of the order ($50.00 minimum charge). Any order cancelled after being entered, processed through engineering and released to manufacturing/shipping will carry a cancellation charge of 35% of the net price of the order ($125.00 minimum charge).
SPECIAL PRODUCTS: Orders for special products or abnormal quantities are not subject to cancellation, change in specifications, shipping schedule, or conditions originally agreed upon without reimbursement for all consequential losses, or additional charges suffered or incurred, in relation to the order, by Q.C.I. This reimbursement is to include, but is not limited to labor, engineering, special parts manufactured or purchased for the order and any other related costs.
8. ORDER CHANGE POLICY:
STANDARD PRODUCTS: Any order changes received after the order has been entered will be subject to a 5% of the net price of the order ($25.00 minimum) charge. Any order changes received after the order has been processed through engineering and released to manufacturing/shipping will be subject to a charge of 10% of the net price of the order ($50.00 minimum charge). For reductions in quantities, Q.C.I.'s "CANCELLATION POLICY" will apply,
SPECIAL PRODUCTS: The above change order charges will apply plus an assessment will be made for additional engineering and special parts manufactured or purchased for the order.
9. SHIPMENT: All shipments are made F.O.B. Q.C.I, factory. Title and possession of all goods, and risk of loss or damage passes to the purchaser upon delivery to the carrier at point of shipment. All shipments will be made uninsured unless specified by the buyer, at the buyer's expense. The seller reserves the right to make delivery in installments and all such installments when separately invoiced shall be paid for when due per invoice, without regard to the date of subsequent deliveries. All goods accepted shall be paid for regardless of any claim relating to other deliveries of undelivered goods. Shipment dates are based on Q.C.I.'s best estimate only.
10. DELAYS AND LIMITATIONS: Sales and shipments to be made are subject to seller's ability to obtain raw materials, component parts and/or the goods to be sold; seller's current production schedules; governmental priorities and other governmental laws, regulations, orders, ordinances and restrictions that may be in effect from time to time; strikes, lockouts and shortage of labor; acts of God and any other causes of delay in the production and/or shipment or delivei7 of goods beyond the seller's control. The seller shall attempt to meet any production, shipment or delivery date specified. But in no event shall the seller otherwise be responsible or liable for failure to produce, ship or deliver by such date; nor shall the seller be liable) to the buyer or any third party for indirect or consequential damages due to delays in production, shipment or deliver/ of goods, whether or not due to causes within the sellers control.
11. ACCEPTANCE OF GOODS: The buyer shall examine all goods immediately upon receipt and shall be deemed to have accepted said goods as conforming unless the seller is notified to the contrary within thirty (30) days of the time of receipt by the buyer.
12. APPLICABLE LAW: This instrument and performance hereunder shall be governed by the State of New Hampshire, without regard to the conflict of law provisions in the laws of the State of New Hampshire, and this instrument shall be considered a contract made in that State. The buyer agrees that it may bring suit against the seller only in the State of New Hampshire, United States of America, and for purposes of suit against the buyer, submits itself to the jurisdiction of New Hampshire.
13. ENTIRE AGREEMENT: The terms and conditions hereof constitute the final, complete and exclusive agreement between the parties, and shall apply to and bind the parties, their respective successors and assigns. These terms and the buyer's order as indicated on the face hereof can be cancelled, suspended or modified only with the seller's written consent.
1. RETURN AUTHORIZATION NUMBER: A Return Authorization Number (R.A.#) MUST be obtained from Q.C.I, prior to any return. Q.C.I, assumes no responsibility for return shipments made without prior authorization, or for issuing credit for such shipments. Any item returned without obtaining an R.A.# is subject to a $100.00 charge.
2. DEFECTIVE GOODS: If goods are determined to be defective in material and/or workmanship, Q.C.I., at our option, will assume reasonable freight costs of goods shipped by common carrier.
3. NON-DEFECTIVE GOODS: If material is found not be defective, Q.C.I, will invoke a charge to cover the evaluation ($100.00 minimum). At the time of evaluation, an estimate of reconditioning costs will be provided. A purchase order must be placed with Q.C.I, within thirty days of the estimate or the material will be returned "as is". Freight and the cost of the evaluation will be invoiced at the time of the return shipment.
4. EVALUATION: At no time will material be replaced without Q.C.I.'s evaluation of suspect material. If replacement is required before material can be reconditioned and returned you must issue a purchase order for the replacement. If the material is then determined to be defective, Q.C.I, will recondition or replace at no charge and ship to you. This may or may not involve a credit for the previously purchased item.
The reconditioned or replaced material will carry the standard one (1) year warranty from the date of shipment to you.
1. RETURN PROCEDURES: Standard Return Procedures as outlined in Paragraph No. 1 of "WARRANTY RETURNS" apply.
2. RETURNS FOR RESTOCKING: Returns for non-warranty reconditioning will be subject to an evaluation charge ($100.00 minimum). At the time of evaluation, an estimate of reconditioning costs will be provided. A purchase order must be placed with Q.C.I, within thirty days of the estimate or material will be returned "as is". Freight and the cost of evaluation will be invoiced at the time of the return shipment.
1. RETURN PROCEDURES: Standard Return Procedures as outlined in Paragraph No. 1 of "WARRANTY RETURNS" apply.
2. RETURNS FOR RESTOCKING: All returns for i-"estocklng will be subject to a minimum re-stocking charge of 35% of the net purchase price plus any additional charges for handling, repagkaging and/or re-conditioning as required, ' .
3. NON-RETURNABJ-E ITEMS: Specialty products "made to ofder" or obsolete material cannot be returned except for warranty consideration.