 ATLANTADRIVE SYSTEMS |
ATLANTA Drive Systems Standard Terms of Sale & Warranty |
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1. GENERAL
The Seller’s product and/or services are
provided based on the terms and conditions outlined in this document,
the “Atlanta Drive Systems Inc. Standard Terms of Sale and Warranty”.
Seller’s prices, deliveries, warranties, terms of payment, and Seller’s
product and/or service related commitments and the Buyer’s obligations
shall be based solely on this document. Any sales, product warranty,
liability or other product/service related matter not specifically
mentioned and regulated in this document requires additional written
agreement accepted and signed by the Buyer and Seller.
Governing document for the Product
selling price and for product specification, description, type code,
etc. is the Seller’s “Sales Order Acknowledgement” sent to the Buyer as
a confirmation of acceptance of the Buyer’s written Purchase Order. It
is the Buyer’s responsibility to check the Product specifications and
Product price listed in the Sales Order Acknowledgement and advise the
Seller if discrepancies are detected, immediately upon receipt of the
Sales Order Acknowledgement. The price on the Buyers purchase order
shall be based on the Seller’s written or verbal quotation. Written
quotations are valid for thirty (30) days. Verbally quoted prices are
subject to change at the time of the Buyer’s Purchase Order
evaluation/Seller’s Sales Order Acknowledgement generation.
Order cancellation must be in writing.
Cancelled Purchase Orders are subjected to cancellation and restocking
charges. The minimum applicable charge is 25% of the Products sales
price.
Any sales, use or other taxes imposed on
sales hereunder or on this transaction are not included in the price.
Such taxes shall be the responsibility of, and shall be billed
separately to, the Buyer.
Unless other terms are specified, all
payments shall be in U.S. Dollars and be due thirty (30) days after
shipment. All shipments, unless otherwise specified, shall be F.O.B.
Seller’s plant. If delivery is delayed by Buyer, date of readiness for
delivery shall be deemed date of delivery for payment purposes. If
manufacture is delayed by Buyer, a payment shall be due based on
purchase price and percentage of completion. Balance shall be payable
in accordance with terms stated herein. Seller may, at its option, upon
Buyer’s default of payment hereunder, charge Buyer with any cost
incurred by Seller incidental to its collection efforts, whether by
legal proceeding or otherwise, including without limitation, attorney’s
fees, administrative costs, legal fees, and court costs. Buyer and
Seller agree that the site of this Order / Agreement is the location of
the Atlanta Drive Systems, Inc. office that has issued the “Sales Order
Acknowledgement” and that any disputes that may arise with regard to the
transaction or products involved will be subject to the Jurisdiction of
the Courts where the issuing Atlanta Drive Systems, Inc. office is
located. Buyer shall be responsible for a 1.5% monthly interest on any
unpaid balance.
All Products shall be inspected and
accepted within ten (10) days after the point of delivery. All Buyer’s
claims (including claims for shortages) excepting only those provided
for under the LIMITED WARRANTY, WARRANTY CLAIMS and LIMITATION OF
LIABILITY clauses hereof, must be asserted in writing by Buyer within
said ten (10) day period or they are waived. If this Agreement involves
partial performance, all such claims must be asserted within said ten
(10) day period after each partial performance. There shall be no
revocation of acceptance. Rejection by Buyer may be only for defects
substantially impairing the value of Product or work and Buyer’s remedy
for lesser defects shall be those provided for under the LIMITED
WARRANTY, WARRANTY CLAIMS, and LIMITATION OF LIABILITY clauses. In no
event shall Buyer be entitled to incidental or consequential damages for
late performance or a failure to perform.
Seller warrants the Products and parts
manufactured by the Seller to be free of material and workmanship
defects. Seller warrants the product function and performance according
to the specifications and operating conditions stated in the Seller’s
product literature. Under no circumstances is the warranty applicable
to a specific application of the Buyer/User. Seller offers a twelve
(12) month limited warranty from the date of purchase if the Product is
used within its specifications.
Notice in writing of any alleged product
defect or deficiency must be presented to the Seller immediately upon
discovery of the defect. Seller must inspect the Product while it is in
the alleged defective condition to determine if the claimed
defect/deficiency is covered under the Seller’s warranty.
Seller’s Returned Merchandise
Authorization (RMA) is required if Buyer or User intends to return
Seller’s product for repair, warranty evaluation, restocking or for any
other reason. The Buyer/User of the product must obtain a RMA number
from the Seller prior to returning the Product. Product returned on RMA
must be shipped freight prepaid. Seller will not accept returned
merchandise without a valid RMA number and/or without prepaid freight.
Except agreed otherwise in writing,
Seller’s liability with respect to the products shall be solely limited
to the warranty described above. The Seller specifically disclaims any
liability for property or personal injury damages, penalties, special or
punitive damages, damages for lost profits or revenues, loss of use of
the Product or any associated equipment, cost of capital, cost of
repairs to the Product performed by persons other than authorized by the
Seller in writing.
Atlanta Drive Systems, Inc. values highly
the confidence and goodwill of its customers and suppliers. We offer
our products only on their merit, and we expect our customers to judge
and purchase our products and services solely on the basis of quality,
price, delivery and service. Likewise, Atlanta Drive Systems, Inc.
corporate policy applies in all relationships with our customers and
suppliers.
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