JPS INTERNATIONAL INC. TERMS & CONDITIONS
1. GENERAL
Sale is expressly based upon the terms and conditions herein set forth, which constitute the sole agreement between seller and purchaser in regard to such sale. Unless specifically agreed in writing by an authorized officer or seller, any terms or conditions contained in any form or document heretofore or hereafter supplied by purchaser to seller which are in addition to or different from the terms and conditions set forth herein shall not become a part of the agreement between purchaser and seller. The terms and conditions set forth herein may not be modified, waived, superseded or rescinded except by a written agreement signed by seller's authorized officer.
2. PAYMENT TERMS
Purchaser shall pay all invoiced amounts due to seller on receipt of sellers invoice. Payment in full is due prior to shipment of goods.
3. SHIPPING & DELIVERY OF THE PRODUCTS (GOODS)
The goods will be available within the time quoted after receipt of the purchaser written purchase order, subject to availability of raw materials for manufacturing.The delivery of goods is FOB from the origin manufacturer. The purchaser shall be responsible for all shipping cost.The seller shall not be liable for any delays, loss or damage that potentially occur in transit.
4. SPECIFICATIONS AND PERFORMANCE
Descriptions, specifications, drawings and other information are binding on seller only when expressly set forth as term of the accepted order. Production data and capacity are based on seller's calculations, strength of materials, material condition, handling facilities provided, and locating points and is nonetheless an estimate that is not guaranteed or warranted. In no performance data supplied by subcontractors or other cooperating parties.
5. WARRANTY OF MATERIALS AND WORKMANSHIP
Seller warrants the products to be free from defects in material and workmanship for twelve (12) months from date of shipment to the original purchaser only. During the term of the warranty period, parts found to be defective by seller's inspection will be repaired or replaced at seller's option, free of charge. The seller will not grant any allowance for repairs or alterations made without the written consent of an officer of the seller. Unauthorized work performed on equipment may void seller's warranty. Notice of any claimed defect within the warranty period must be presented to the seller in writing immediately upon purchaser's discovery of the defect and the right of inspection must be given to seller while the product is in the claimed defective condition. Operation of the product must be suspended until written clearance is issued for continued operation by the seller. The seller does not warrant its products when used with other than seller's hydraulic power units or accessories. The foregoing warranty is in lieu of all other warranties. The warranties of merchantability and fitness for purpose and all other express or implied warranties are expressly excluded. The remedies described herein are purchaser's sole remedies in the event of any breach of warranty.
6. WARRANTY SERVICE
There will be no charge for warranty service due to faulty workmanship or material defects during the warranty period. Service calls other than those due to faulty workmanship or material defects will be charged to purchaser at current service rates. Service will be performed by an authorized serviceman or representative of the seller. Any service work required as a result of negligence, disregard of seller's operating instructions, accident, or failure to properly maintain equipment will be charged to the purchaser at current service rates.
7. PRODUCT LIABILITY - SAFETY
Seller assumes no responsibility for damages, injuries or accidents caused by improper or other than normal use of his or any related equipment. The seller believes that equipment referred to complies as of the date hereof to seller's opinion as to OSHA rules and regulations applicable to seller's responsibility. seller, however, reserves the right to disagree with any interpretations which may be applied to the applicable OSHA rules and regulations as they relate to this order.
8. LIMITATION OF LIABILITY
a) In no event shall seller be liable to purchaser or any third party for any loss of use, revenue or profit, or for any consequential, indirect, incidental, special, exemplary, or punitive damages whether arising out of breach of contract, tort (including negligence), or otherwise regardless of whether such damages were foreseeable and whether or not seller has been advised of the the possibility of such damages, and not withstanding the failure of any agreed or other remedy of its essential purpose.
b) In no event shall our company be liable for any direct, indirect, punitive, incidental, special consequential damages, to property or life, whatsoever arising out of or connected with the use or misuse of our products.
c) In no event shall seller’s aggregate liability arising out of or related to this agreement, whether arising out of or related to breach of contract, tort (including negligence), or otherwise, exceed of the total of the amounts paid to seller for the goods and services sold hereunder.
d) The limitation of liability set forth in Section 8 (b) shall not apply to liability resulting from Seller gross negligence or willful misconduct and death or bodily injury resulting from Seller’s acts or omissions.
9. FORCE MAJEURE
Neither party shall be responsible for delays or failure in performance of the agreement (other than failure to pay any amounts due) to the extent that such party was hindered in its performance by any act of God, civil commotion, labor dispute, unavailability or shortages of materials or any other occurrence beyond its reasonable control.
10. MISCELLANEOUS
No agent, salesman or distributor has any authority to obligate seller with regard to any terms or conditions not contained herein. These terms shall be governed by, and construed in accordance with, the law of the State of California. Purchaser agrees and hereby submits to the jurisdiction of the courts within Orange County, State of California.