TOOLQUIP GENERAL CONDITIONS
PROCEEDING WITH PAYMENT CONFIRMS YOUR AGREEMENT TO "TOOLQUIP GENERAL CONDITIONS"
1. General:
Any sale to the buyer whose name appears on the attached Toolquip Inc invoice hereof shall be governed solely by the following terms and conditions regardless of any other purchase orders, forms or other documents submitted by buyer to Toolquip Inc, or the inconsistency of any terms herein and therein.
2. Delivery:
Toolquip Inc shall exert its best effort to cause the machinery, equipment, parts and/or products to be shipped in accordance with terms on the invoice. Toolquip Inc. relies on suppliers and will not be liable if a supplier cannot supply the machinery, equipment, parts and/or products, before or after payment has been received by Toolquip Inc from the buyer. Once payment has been received by Toolquip Inc title to the machinery, equipment, parts and/or products shall pass to the buyer at the point of original shipment or the Toolquip Inc location in Lebanon, Ohio. All risk of damage or loss to the machinery, parts and/or products at any time after payment has been received by Toolquip Inc is assumed by buyer and such damage or loss shall not operate in any way to release buyer from any of its obligations hereunder or otherwise. Toolquip Inc shall not be responsible or liable for any loss or damage whatsoever including loss of income/profits, incidental, special or consequential damages resulting from Toolquip Inc delayed performance, cancellation of sale, or shipment of the machinery, equipment, parts and/or products for any reason whatsoever. Toolquip Inc is not responsible or liable for any delays in shipment or cancellation of order due to export requirements, shipping availability, etc. All shipping quotes or CIF prices are subject to change at anytime and subject to the machines fitting into two 40' HC containers. The buyer is responsible for any unforeseen fees in port (USA or abroad) that result from delays, customs clearance inspections or delays, container usage, and any other unforeseen circustances.
3. Export regulations:
Buyer and their forwarding agent and/or exporting company acknowledge that the machinery, parts and/or products purchased from Toolquip Inc are subject to the US export administration regulations as amended and other applicable laws and related regulations. Buyer and their forwarding agent and/or exporting company give assurance with respect to the machines, parts and/ or products listed on any Toolquip Inc invoice that they shall comply with all US regulations before exporting any machine, part or product on any invoice. If a requred export license does not get approved for the buyer, Toolquip will not export the machines. The buyer will still be in charge of the EXW price for the machines.
4. Warranties:
Toolquip Inc is not the manufacturer of the machinery, equipment, parts and/or products indicated in any Toolquip Inc invoice. Toolquip Inc will only offer the warranty to the buyer that is provided from the manufacturer or supplier of the machinery, equipment, parts and/or products to Toolquip Inc. Toolquip Inc is not responsible or liable for the warranty or no warranty supplied from the manufacturer or supplier to Toolquip Inc. All parts must be installed by a qualified technician of the brand of the item being sold. All used machinery is sold as is, and where is, and has no warranty.
5. Partial shipments:
Unless Toolquip Inc is otherwise instructed, partial shipments are allowed even though Toolquip Inc will always try and ship orders complete. Toolquip Inc will not be liable for under shipments (partial shipments) or over shipments.
6. Patents, copyrights and trademarks:
No license or other rights under any patents, copyrights or trademarks owned or controlled by the manufacturers of the machines, products and /or parts indicated in any Toolquip Inc invoice are granted to the buyer or implied by the sale of the machinery, products and/or parts or services hereunder. The buyer will be responsible to the manufacturer of the machinery, products and/or parts in any Toolquip Inc invoice for any patent, copyright and trademark infringement.
7. Orders, prices, down payments and payment:
Orders placed are not subject to cancellation. Unless otherwise stated, prices are subject to change without notice. All down payments received on purchases are non-refundable. Invoices are due and payable in full without right of setoff within the indicated time stipulated on this invoice and must be paid in USD funds only.
8. Indemnification:
Toolquip Inc does not warrant that the machinery, parts or products (new or used), comply with O.S.H.A safety standards. Compliance with O.S.H.A. safety standards are the responsibility of the buyer. Buyer/customer/user agrees to indemnify, hold harmless, and defend Toolquip Inc from and against any and all claims, loses or liabilities arising out of or relating to the use of the said machinery, parts or products (new or used), his employees, or agents to instruction, warnings or recommendations available from original manufacturer, or by failure of user to comply with federal, state, and local laws applicable to such equipment, including, but not limited to, the occupational safety and health act of 1970.
9. Miscellaneous provision.
These terms and conditions constitute the entire agreement between Toolquip Inc and the buyer, purchaser, customer, forwarding agent and exporting company relating to any purchase, sale, export of any machines, products and/or parts indicated in a Toolquip Inc invoice and supersedes any and all agreements, correspondence, quotations or understandings enforced between the parties with subject to the subject matter hereof. This agreement shall be governed by the laws of Ohio. These terms and conditions are subject to change at any time without notice.