TERMS AND CONDITIONS OF SALE
1. ACCEPTANCE. All orders are subject to final acceptance by SITECH Southwest, LLC. hereafter referred to as SSW, at its home office, and may not be altered in its behalf except in writing by an authorized employee. SSW’s acceptance of all orders is contingent upon approval of the purchaser’s credit.
2. PRICES. Prices for future orders are subject to change without notice. SSW reserves the right to correct clerical errors. All prices are FOB factory.
3. TAXES. The amount of any present or future sales, use or similar taxes and import or export tariffs applicable to this transaction shall be payable by the purchaser when and as incurred.
4. TERMS OF PAYMENT. Cash discount terms. If applicable are indicated on the face of our acknowledgement and invoice. Net cash will be due and payable upon delivery. Foreign orders require a sight draft or letter of credit in lieu of normal terms. If total payment is not made on or before the specified due date, the purchaser agrees to pay service charges at the rate of 1.5% per month unpaid balance and to pay all collection charges incurred by SSW, including reasonable attorney’s fees.
5. CANCELLATION. Cancellation of all or part of an order through no fault of SSW shall not be binding on SSW unless notice of cancellation is received by SSW at least 30 days before the scheduled delivery date on the face of the acknowledgement. If cancellation is agreed to by SSW, the customer may be subject to a charge for any special work performed. Cancellation by failure of SSW to deliver as promised, can be made only if SSW cannot deliver the items within 30 days from notice of intent to cancel.
6. RETURNS Returns shall be shipped prepaid by the purchaser, unless otherwise approved by an authorized SSW employee. SSW shall not be responsible for damage in shipment. Purchaser must enclose a packing slip or note containing his name, address, phone number, and description of the problem with any returns. Warranty repairs will be returned to purchaser via prepaid surface transportation, unless purchaser specifically authorizes return by air shipment and agrees to pay the cost. All returns are subject to a minimum 10% restocking charge and no returns, except for items needing service, will be accepted without prior authorization nor beyond 30 days from the receipt.
7. CLAIMS Any claims for shortages, damages, or delays shall be made by the purchaser direct to the carrier. SSW shall supply additional copies of invoices and transportation receipts and other information necessary for the filings of any claim against the carrier by the purchaser.
8. TITLE AND SECURITY INTEREST. Seller retains title to the goods until buyer performs all his obligations under this contract. Seller retains a security interest in the goods, including all accessories to and replacements of them, to secure performance of all buyers’ obligations arising under this agreement.
9. DELIVERY. SSW will maintain delivery schedules as closely as possible, but all advance shipping dates are best estimates only, and assumes no liability for loss or consequential damages for delay.
10. WARRANTY. SSW warrants each product manufactured by them, including the Lasertron tube, to be free from defects in material and workmanship. The warranty period for standard products is as specified in the sales literature and/or in the instruction manual in effect at time the order is placed. The warranty on items supplied by SSW but manufactured by others, including but not limited to transits, theodolites, levels, gasoline generators, and tripods, is as specified by the manufacturer of those items. Our liability during the warranty period is limited to servicing or adjusting any product returned to the factory for that purpose, and to the replacement of any defective parts whether the unit is returned or not. This foregoing states the entire liability of SSW to the purchaser in connection with its products. SSW shall not be held responsible for consequential damages of any kind, and the foregoing is in lieu of all other warranties expressed or implied. This warranty shall be effective only in the event the purchaser complies fully and promptly in making all payments required under SSW terms of payment. This warranty is applicable only to the original purchaser on sales made directly by SSW or by an authorized dealer or distributor.
11. SPECIFICATIONS. SSW reserves the right to change specifications or to discontinue models at any time. There is no obligation to retain previous specifications or to incorporate modification on instruments sold previously. Should purchaser make any changes in specifications involving additional engineering, postponement or cancellation of any order, purchaser agrees to pay SSW a reasonable charge therefore.
12. USE OF DATA. Purchaser shall treat as confidential all drawings and data submitted by SSW pertaining to price, size, and design. Purchaser shall not give or show such drawings or data to others under circumstances, unless specifically approved by an authorized SSW employee. All such drawings and data shall remain SSW property.
13. GOVERNMENT REGULATIONS. We hereby certify that these goods were produced in compliance with all applicable requirements of Sections6, 7, and 12 of the Fair Labor Standards Act of 1938 as amended, and of the regulations and orders of the United States Department of Labor issued under Section 14, thereof.
14. AGREEMENT. Unless otherwise agreed in writing, the terms and conditions on the face and reverse of the acknowledgement constitute the entire agreement and understanding of the parties and shall not be modified by standard clauses in the purchaser’s purchase order or elsewhere.
TERMS AND CONDITIONS OF RENTAL
I. First month’s rent for each unit due in advance or at time of delivery. Subsequent rental payments are due in full at the beginning of each monthly rental period. On the final invoice any rentals cancelled during a billing cycle will be prorated from the last billing to the date or return.
II. The rental period begins on delivery of the equipment to the Lessee, and Lessee assumes risk of damage or loss to the equipment from the time of initial delivery until the equipment is returned in good condition to SITECH Southwest, LLC.
III. Title to the equipment remains to SITECH Southwest, LLC.
IV. In the event that Lessee in default of any provision of this rental agreement. SITECH Southwest, LLC or its representatives, shall have the right, in additions to all other rights and remedies provided by law, to immediately remove said equipment from Lessee’s premises.
V. A monthly service charge will be calculated on the unpaid balance that exceeds the standard terms of the invoice.
VI. Lessee shall keep the equipment insured in an amount equal to the unit price shown on equipment total line.
VII. Lessee agrees to indemnify and hold Lessor harmless from any liability arising from the use of the equipment.
VIII. Warranty repairs to the equipment will made by SITECH Southwest, LLC. or its authorized representative under the terms of its standard limited warranty applicable to each unit of equipment at the time of delivery: this warranty is instead and in lieu of all other warranties expressed or implied. All necessary repairs not covered by warranty shall be made at Lessee’s sole expense. Our liability during the warranty period is limited to servicing or adjusting any product returned to the factory for that purpose, and to the replacement of any defective parts whether unit is returned or not. The foregoing states the entire liability of SSW to the purchaser in connection with its products, SSW shall not be hold responsible for consequential damages of any kind, and the foregoing is in lieu of all other warranties expressed or implied.
IX. Lessee shall not assign this agreement.
X. Lessee shall be deemed in default of this rental agreement if it:
a) Fails to make any rental payment when due.
b) Fails to perform any other term or condition of this agreement.
c) Becomes insolvent, makes an assignment for benefit of creditor or if a petition is filed by or against Lessee under the Federal Bankruptcy Act.
XI. Lessee authorizes SITECH Southwest, LLC. to file financing statement without Lessee’s signature to protect any security interest in the equipment arising herein.