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Integrity Saw & Tool Inc.

Terms and Conditions

 

Agreement and Limitations: all orders on this quotation and/or acknowledgement will be accepted subject to the following terms and conditions which may not be varied, altered, or modified without the written consent of Integrity Saw & Tool, Inc. (“Seller”).  The rights and duties of Buyer and Seller shall be governed by the law of the State of Wisconsin.

Prices: All orders, whether or not submitted pursuant to a quotation, are subject to acceptance by Seller. Quotation prices are subject to change without notice.   

Taxes: Buyer shall pay Seller, in addition to the prices quoted, any applicable excise, sales, use, or other tax (however designated) imposed upon the sale, production, delivery, or use of the items ordered to the extent required or not forbidden by law to be collected by Seller from Buyer, whether or not so collected at the time of sale, unless valid exemption certificates are in the possession of Seller before the date of its invoice.

Credit Terms: Credit terms are subject to approved credit, typically net thirty (30) days, but other terms may be agreed upon.  The terms stated on the Seller’s invoice are binding. The seller retains the right to charge an interest rate of 4.5% per month on the entire unpaid balance of delinquent invoices.

Termination or Modification: After Buyer’s order has been accepted; the contract resulting therefrom may be terminated or otherwise modified only with the Seller’s written consent. Buyer shall pay all raw materials, production, and other costs which are incurred up to the date of termination or the date on which modification is accepted by the Seller.  No deductions of any nature will be honored.

Delivery: The items ordered pursuant to this quotation shall be delivered FOB Seller’s factory (Fond du Lac, WI). Title and all risk of loss with respect such items shall pass to Buyer upon delivery to a carrier. Buyer shall be responsible for obtaining any and all insurance with respect to purchased items.

Shipments and Payments: Shipping dates are estimates only. Seller will use commercially reasonable efforts to meet the estimated shipping date, subject to buyer’s prompt provision of all necessary, complete and correct specifications, including without limitation, shipping instructions.  Seller shall not be responsible for failure to meet any estimated delivery date, and shall not be liable for any damages resulting therefrom.

Prints Submitted by the Buyer: When the Buyer submits the print to the Seller, the Buyer is accepting the print as current and valid. Buyer accepts all liability for any inaccuracies or omissions on the print.  Buyer is responsible for payment for fixes of inaccuracies or omissions. 

Prints Drawn by the Seller: When the Seller draws a print for the Buyer; the Buyer’s submission of a purchase order (verbal or written) confirms the accuracy of the print.  The Buyer accepts all liability for any inaccuracies or omissions on the print and costs associated therefrom. 

Exclusive Warranty: Seller warrants to Buyer only, and not to other parties that subsequently purchase or use products, the products as delivered:

  • Are in accordance with Buyer’s written specifications accepted by the Seller or an authorized agent of the Seller
  • Meet the standards established by Integrity Saw & Tool, Inc
  • Are made in accordance with the print provided by the Buyer when the buyer provides a print

THIS WARRANTY IS EXCLUSIVE AND IS IN LIEU OF ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Claims: All claims, including claims for damages, defects, and shortages must be made by Buyer within ten (10) days of Buyer’s receipt of the items. Seller must be given a reasonable opportunity to inspect such items.  Buyer shall return any disputed items to Seller within thirty (30) days of notifying Seller of a potential claim. Buyer shall be responsible for all costs associated with shipping disputed items. Buyer’s failure to make any claim within the specified time period will result in the unconditional waiver of such claim. Seller reserves the right to reject any claim in whole or in part.

No Assignment: Buyer shall not delegate or assign its rights or obligations hereunder, in whole or in part, without Seller’s prior written consent. Any attempted delegation or assignment by Buyer without such consent shall be void.

Indemnification: Buyer agrees to indemnify and hold Seller harmless against any claim, demand, action, proceeding, liability, loss, cost or expense, including reasonable attorney’s fees, arising in connection with any items made or serviced in connection with this order.

Limitation of Remedies and Damages: If the Buyer makes a valid and timely claim under the section entitled “Claims” above, Seller’s liability and Buyer’s remedies under this agreement will be limited solely to replacement or credit, at seller’s option, with respect to the items returned. Seller’s liability will in no event be greater in amount than the purchase price of the returned products. Seller will not be liable under any circumstance for consequential or incidental damages, including but not limited to, labor costs or lost profits resulting from the use or inability to use the products or from the products incorporation into or becoming a component of any other product, neither party will have any negligence or other tort liability to the other, or to any third party, arising from any breach of this agreement.

Publicity: Unless otherwise agreed, Seller reserves the right to have its trademark appear on each tool and use the tools for display as advertising purposes.

 

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