TERMS AND CONDITIONS

1. CONTROLLING PROVISIONS
These terms and conditions shall control with respects to any purchase or sales of Seller’s products. No. waiver, alteration or modification of these terms and conditions whether on Buyer’s purchase order or otherwise shall be valid unless the waiver, alteration or modifications is specifically accepted in writing and signed by an authorized representative of Seller.

2. DELIVERY
Seller will make every effort to complete delivery of products as indicated on Seller’s acceptance of an order, but Seller assumes no responsibility or liability, and will accept no back charge, for loss or damage due to delay or inability to delivery caused by acts of God, war, labor difficulties, accidents, delays of carriers, by contractors or suppliers, inability to obtain materials, shortages of fuel and energy, or any other causes of any kind whatever beyond the control of Seller. Seller may terminate any contract of sale of its products without liability of any nature, by written notice to buyer, in the event that the delay in delivery or performance resulting from any of the aforesaid causes shall continue for a period of sixty(60) days. Under no circumstances shall Seller be liable for any special or consequential damages or for loss, damage, or expense (whether or not based on negligence) directly or indirectly arising from delays or failure to give notice of delay.

3. WARRANTY
Seller warrants for one year from the date of shipment Seller’s manufactured products to the extent that Seller will replace those having defects in material or workmanship when used for the purpose and in the manner which Seller recommends. If Seller’s examination shall disclose to its satisfaction that the products are defective, and an adjustment is required, the amount of such adjustment shall not exceed the net sales price of the defective products only and no allowance will be made for labor or expense of repairing or replacing defective products of workmanship or damage resulting from the same. Seller warrants the products which it sells of other manufacturers to the extent of the warranties of their respective makers. Where engineering design or fabrication work is supplied, Buyer’s acceptance of Seller’s design or of delivery of work shall relieve Seller of all further obligation, other than expressed in Seller’s product warranty. THIS IS SELLER’S SOLE WARRANTY. SELLER MAKES NO OTHER WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED WARRANTIES OF MERCHANTABLITY AND FITNESS FOR A PARTICULAR PURPOSE WHICH EXCEED SELLER’S AFORESTATED OBLIGATION ARE HEREBY DISCLAIMED BY SELLER AND EXCLUDED FROM THIS WARRANTY. Seller neither assumes, nor authorizes any person to assume for it, any other obligation in connection with the sale of its engineering designs or products. This warranty shall not apply to any products or parts of products which; a) have been repaired or altered outside of Seller’s factory, in any manner; b) have been subjected to misuse, negligence or accidents; c) have been used in a manner contrary to Seller’s instructions or recommendations. Seller shall not be responsible for design errors due to inaccurate or incomplete information supplied by Buyer or its representatives.

4. SELLER’S LIABILITY
Seller will not be liable for any loss, damage, cost of repairs, incidental or consequential damages of any kind, whether based upon warranty (except for the obligation accepted by Seller under “Warranty” above), contract or negligence arising in connection with the design, manufacture, sale use of repair of the products or of the engineering designs supplied to Buyer.

5. RETURNS
Seller cannot accept return of any product unless its written permission has been first obtained, in which case same will be credited subject to the following; a) All material returned must, on its arrival of Seller’s plant, be found to be in first-class condition; if not, cost of putting in saleable condition will be deducted from credit memoranda; b) A handling charge of twenty percent (20%) will be made from all credit memoranda issued for material returned; c) Transportation charges, if not prepaid will be deducted from credit memoranda.

6. SHIPMENTS
All products sent out will be carefully examined, counted and packed. The cost of any special packing or special handing caused by Buyer’s requirements or requests shall be added to the amount of the order. No claim for shortages will be allowed unless made in writing within ten (10) days of receipt of a shipment. Claims for products damaged or lost in transit should be made on the carrier, as Seller’s responsibility ceases, and title passes, on delivery to the carrier.

7. SPECIAL PRODUCTS
Orders covering special or non-standard products are not subject to cancellation except on such terms as Seller may specify on application.

8. PRICES AND DESIGNS
Prices and designs are subject to change without notice. All prices are F.O.B. Point of Shipment, unless otherwise stated.

9. TAXES
The amount of any sales, excise or other taxes. If any, applicable to the products covered by this order, shall be added to the purchase price and shall be paid by Buyer unless Buyer provides Seller with an exemption certificate acceptable to the taxing authorities.