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Customer agrees to prepay the total expected price of the order prior to Company beginning design and production work.
All risk of loss and title to the Products shall pass to Customer upon the date the Products are delivered to Customer or placed with a shipping vendor.
Due to the custom nature of these products and the responsibility Customer has in the development and approval of the design, the Company may not be able to commit to a delivery date until after all necessary steps have been completed by the customer. The Company shall use its best efforts to ship the Products to Customer by the requested due date, with appropriate adjustment for conditions beyond the reasonable control of the Company as indicated in the GENERAL section below. The choice of vendor and shipping method will be determined by the Company, in its sole discretion unless agreed to in writing by the Company. Shipping costs shall be the responsibility of Customer.
Customer is solely responsible for obtaining any authorizations and/or licenses required in connection with its purchase of the Products, and Customer hereby indemnifies the Company from any and all loss, liability, costs and expenses the Company may incur as a result of Seller's breach of this section.
The Company warrants that the Products will substantially conform to the then current specifications published by the Company for the Products. Customer's exclusive remedy in the event any of the Products do not conform to the Company's specifications set out herein, shall be replacement of such Products. The Company shall not be liable for any special, indirect, incidental or consequential damages or for loss, damage or expense, directly or indirectly arising from Customer’s use of or inability to use the Products, either separately or in combination with other Products, or for personal injury or loss or destruction of Property or from any other cause. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE, AND THE COMPANY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY, WORKMANSHIP OR FITNESS FOR A PARTICULAR PURPOSE.
RIGHT TO SUBCONTRACT
The Company shall use its best efforts to manufacture Products for Customer within its own facilities. The choice to subcontract some or all of the manufacturing to another vendor will be determined by the Company, in its sole discretion. Any provisions within these terms and conditions will extend to any subcontractor. RETURNS OR CREDITS No Products may be returned by Customer without first obtaining a return authorization from the Company. Customer shall not deduct any amount from an invoice or short-pay an invoice without first receiving a written credit memo from the Company.
This Agreement shall be governed by the laws of Iowa. Should a dispute arise concerning the Products or this Agreement, the Court to determine this dispute shall be the state Court in Linn County, Iowa.
At the Company’s option, any controversy or claim arising out of or related to this Agreement, or any Product ordered pursuant to the terms of this Agreement, shall be settled by arbitration in Cedar Rapids, Iowa in accordance with the rules and procedures of the American Arbitration Association.
The Company gathers information about the Customer and is committed to ensuring that the Customer's privacy is protected. Any information gathered would only be used for the following reasons:
For Internal record keeping.
To improve the Company's products and services.
The Company may periodically send promotional emails about new products, special offers or other information which the Company thinks the Customer may find interesting using the email address(es) provided.
From time to time, the Company may also use the information to contact the Customer for market research purposes. The Company may contact the Customer by email, phone, fax or mail.
The Company may also use the information to customize the website according to the Customer's interests.
The Company is not liable for any failure or delay in performance due to any cause beyond its control, including but not limited to, acts of God, governmental interference, product recalls, substantial price increases from suppliers that result in the Company, in its sole discretion, ceasing to carry such Product(s), brand unavailability from manufacturers or negligence of distributors or suppliers.
All prices are quoted in US Dollars. Price does not include taxes and freight unless otherwise specified.
If any provisions of this Agreement are in conflict with any statute or rule of law of any state or territory wherein it may be sought to be enforced, then such provisions shall be deemed null and void to the extent that they may conflict therewith, but without invalidating the remaining provisions hereof.
If either party incurs attorney fees and/or costs in successfully enforcing any provisions of this Agreement, the other party shall be liable for such attorney fees and costs.
Any notices or other communication required or permitted to be given to any party hereto shall be personally delivered or sent by First Class Mail, Certified, to the address shown on the front of this Purchase Order. Such notice shall be deemed served at the time personally delivered or four (4) business days after the date mailed.