NEMSCO is hereinafter referred to as “the Company”. Any order that contains terms and conditions in addition to or inconsistent with the following shall not be binding upon the Company, and failure of the Company to object to provisions contained in any purchase order or other communication from PURCHASER OF THE COMPANY’S PRODUCTS OR SERVICES, HEREINAFTER REFERRED TO AS “THE BUYER”, shall not be construed as a waiver of these conditions nor an acceptance of any such provisions.
It is the Buyers responsibility to obtain a certified/licensed electrician to properly wire/connect the motor to the load. RISK OF SHOCK OR DEATH CAN OCCUR IF NOT PROPERLY INSTALLED.
Company written quotations become void unless accepted by the Buyer within 30 days of their date. PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE EXCEPT AS SPECIFIED IN PARAGRAPH 15 BELOW.
Products to be furnished or services rendered hereunder will be produced or performed in compliance with all applicable requirements of Sections 6, 7 and 12 of the Fair Labor Standards Act of 1938, as amended on the date hereof, and of all valid and applicable regulations and order of the Administrator of the Wage and Hour Division issued under Section 14 thereof, as written on the date of acceptance of Buyer’s order.
The contract will be governed by and construed according to the laws of the State of Louisiana, and shall be considered made in Louisiana.
Contracts or quotations showing penalty clauses for failure to meet shipment are not acceptable unless specifically approved in writing by an officer of the Company.
Standard products distributed by the Company are warranted to be free from defects in workmanship and material for a period of twelve (12) months after date of installation and use by the buyer or 18 months from the date of manufacture, whichever comes first. Extended warranties may apply as prescribed by the Company.
WARRANTY IS VOIDED IF THE MOTOR IS IMPROPERLY WIRED/CONNECTED TO THE LOAD. CERTIFIED/LICENSED ELECTRICIAN IS STRONGLY RECOMMENDED
Any products which are defective in workmanship or material will be repaired or replaced, at the Company’s option, at no charge to the Buyer. Final determination as to whether a product is actually defective rests with the Company. The obligation of the Company hereunder shall be limited solely to repair or replace, at the Company’s discretion, products that fall within the foregoing limitations, and shall be conditioned upon receipt by the Company of written notice of any alleged defects or deficiency promptly after discovery and within the warranty period, and in the case of components or units purchased by the Company, the obligation of the Company shall not exceed the settlement that the Company is able to obtain from the supplier thereof. No products shall be returned to the Company without its prior consent. Products which the Company consents to have returned shall be shipped prepaid f.o.b. to the Company’s factory. The Company cannot assume responsibility or accept invoices for unauthorized repairs to its components, even though defective. The life of the products of the Company depends, to a large extent .upon type of usage thereof, and THE COMPANY MAKES NO WARRANTY AS TO FITNESS OF ITS PRODUCTS FOR THE SPECIFIC APPLICATIONS BY THE BUYER NOT AS TO THE PERIOD OF SERVICE UNLESS THE COMPANY SPECIFICALLY AGREES OTHERWISE IN WRITING AFTER THE PROPOSED USAGE HAS BEEN MADE KNOWN TO IT.
This warranty does not apply to experimental or developmental products for which NO warranty is made or given and Buyer waives any claim there to.
THE FOREGOING WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE AND BUYER HEREBY WAIVES ANY AND ALL CLAIMS THEREFORE.
LIMITATION OF LIABILITY
IN NO EVENT SHALL THE COMPANY BE LIABLE FOR LOSS OF PROFITS, INDIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES WHETHER ARISING OUT OF WARRANTY, BREACH OF CONTRACT OR TORT.
Company will hold Buyer harmless against any liability for infringement of any apparatus claim of and United States patent, issued at the date of the contract, and arising out of the sale or use in the form supplied by Company of equipment designed and/or manufactured by Company.
Company will assume no liability with respect to equipment specified by either Company or Buyer, but not designed and/or manufactured by Company. Buyer will hold Company harmless against any liability for infringement of any apparatus claim of any United States patent, issued at the date of the Contract, and involving equipment furnished by Company, in accordance with drawings and/or specifications furnished by Buyer.
The party assuming liability, as above stated, shall be notified immediately of any assertion of infringement, and shall have the absolute control of the defense thereto, including the right to settle, defend against legal action, or make changes in the equipment to avoid infringement.
Delay in delivery of any installment shall not relieve Buyer of his obligation to accept remaining deliveries. The Company shall not be liable for damage as a result of any delay due to any cause beyond the Company’s control, ncluding without limitation, act of Nature, act of the Buyer or his representatives, embargo or other government act, regulation or request, fire, accident, strike, slow-down, war, riot, delay in transportation or inability to obtain necessary labor, materials, fuel, or manufacturing facilities. In the event of any such delay, the date of delivery shall be extended for a period equal to the time lost for reason of delay and if such delay is caused by act of the Buyer or his representatives, Company shall be reimbursed for any additional cost arising from such delay.
Standard terms are full payment by credit card, before shipment.
TAXES AND OTHER CHARGES
Any manufacturer’s tax, retailer’s occupation tax, use tax, sales tax, excise tax, duty, custom, inspection or testing fee, or any other tax, fee or charge of any nature whatsoever, imposed by any government authority, on or measures by any transaction between the Company and the Buyer shall be paid by the Buyer in addition to the r prices quoted or invoiced.
FREIGHT / TITLE / RISK OF LOSS
All prices quoted are f.o.b. the Company’s factories or NEMSCO Distribution Center. The Company will prepay freight charges to any recognized freight terminal within the Continental United States, duty to first point of destination only. Associated freight charges will be added to the customer’s invoice for the product(s), and charge the customer credit card. The Company will select origin of shipment, method of transportation and routing of shipment. Title to and all risk of loss of or to products supplied hereunder shall pass to Buyer upon delivery to common carrier at Company’s factory.
Prices quoted provide for standard packing for domestic shipment only. If special packing is required for domestic shipment or for export shipment, refer to the factory or nearest district office for price additions.
RETURNS AND CHANGES
Prices will be those in effect at the time of shipment. Price adjustments will be in accordance with the change in the Company’s published prices and discounts during the period from time of order to time of shipment.
Only those orders which were quoted with some form of price protection and which were subsequently written, fully specified and released for production prior to the effective date of a price increase are eligible for a price protection. The date on which orders are fully specified and released for production shall be the effective date of order.
Excluded from the protection afforded herein:
- Company cannot give price protection in the event of Buyer caused delay for reasons including but not limited to: incomplete information, print approval, or lack of shipping instruction. The price will be adjusted in accordance with any
changes in the Company’s published prices and discounts from date of order to date of shipment
- Company cannot give price protection in the event shipment has
been delayed due to causes beyond the Company’s reasonable control as stated in Paragraph 6, DELAY. Price adjustment based on actual date of shipment shall prevail
In the event this order is for products to be furnished by Buyer under any government contract or purchase order, Company shall have all rights of Buyer that are available to Buyer under such government contract or purchase order, whether or not Buyer is a prime contractor or supplier to the government or is a subcontractor at any tier.
REGULATORY LAWS AND / OR STANDARDS
The Company makes no promise or representation that its products will conform to any federal, state or local laws, ordinances, regulations, codes or standards, except as particularly specified and agreed upon for compliance in writing as part of a contract between Buyer and the Company. The Company prices do not include the cost of any related inspections or permits, or inspection fees.
CHOICE OF LAW
Any dispute involving these Terms and Conditions of Sale or the purchase order or contract to which they apply shall be construed under and in accordance with the laws of the State of Louisiana.