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TERMS AND CONDITIONS
- EQUIPMENT WARRANTY - There are no
warranties of merchantability or otherwise which extend beyond the
description enclosed in this proposal and those expressly stated in
these conditions. The seller warrants to the Purchaser that the
products being sold hereunder have the capacities and rating set forth
in the sellers catalogs and bulletins and are free from defects in
material and workmanship. The seller does not warrant equipment
manufactured by others, but will submit to buyer upon request the
manufacturer’s warranty, if any, and will assist buyer in securing
the benefit of such warranty if inspection proves such parts
defective. In no event, whether as a result of breach of warranty or
otherwise, shall the seller be liable for special or consequential
damages. No warranty is included against any expense for removal,
reinstallation or other consequential damages arising from any defect.
owing to the widely varying conditions under which our products are
installed and used we cannot be and are not bound, and no person is
authorized to bind us, by any further warranty whatsoever, express or
implied.
- TAXES - No sales, use, excise,
occupational tax or other similar federal, state or municipal tax or
customs duty has been included in the contract price, unless
separately shown and purchaser hereby agrees to pay and/or reimburse
the seller for any of the above taxes arising out of this transaction.
- CHANGES AND DELAYS - Should purchaser
cause changes to be in the design or construction of the said
equipment, or otherwise delay or interrupt the progress of the work
hereunder, purchaser is to reimburse seller for any additional expense
seller may be put to by reason thereof, and seller shall credit
purchaser, for any reduced cost, which can be established as resulting
from any such change. Seller reserves the right to make changes in
design material which in seller’s judgment are for improvement in
the equipment and in it’s operation.
- CLAIMS - Seller will consider no claims
for shortage or errors unless made immediately upon receipt of
shipment. Seller is not to be held liable for delay, damage, or loss,
due to causes relating to acts of God, explosions, transportation,
accident, fire, strike, labor disputes, civil or military authority,
insurrection, or other causes beyond seller’s reasonable control.
Delay in manufacture of shipment occasioned by any of the before
mentioned causes shall not be ground for cancellation of this
contract.
- SAFETY DEVICES, LEGAL REQUIREMENTS -
Seller shall not be required to furnish any safety devices required by
law or otherwise, except those specified herein, seller does not
warrant or guarantee that the equipment sold hereunder will comply
with local, state or federal laws or regulations or electrical,
building or other codes or requirements.
- USE OF SPECIFICATIONS & DRAWINGS -
The specifications and drawings referred to herein are seller’s
property and are subject to recall by seller.
- LAWS, REGULATIONS AND CODES - The
equipment sold hereunder is designed and manufactured to comply with
the provisions of the National Electrical Code and the American
National Standard Institute’s safety standards for conveyors and
related equipment (ANSI B20 1-1976) in effect on the date of this
proposal. Compliance with other federal, state or local laws or
regulations, or electrical, building or other codes, standard or
requirements, governmental or private, will be furnished only if
expressly incorporated in specifications and price quotations,
accompanied by a copy of the applicable standard(s). Century Conveyor Service
reserves the right to make changes in the design and
specifications of the equipment sold hereunder, or of any component
part, to comply with any applicable law, regulation, code or standard,
governmental or private, where such compliance is deemed advisable by
Century Conveyor Service, Inc. Sole discretion, and to make adjustments in
the price charged for the equipment sold hereunder to reflect such
changes. Century Conveyor Service, Inc. shall not be responsible for failure
to comply with laws, regulations and codes it has agreed to comply
with when such failure results from a condition that was not
contemplated at the time of the proposal or from alteration of the
equipment by persons other than Century Conveyor Service, Inc. or from an
option or accessory attached to the equipment by persons other that
Century Conveyor Service, Inc. or from an option or accessory to the
equipment which was available to the buyer but omitted at the
buyer’s direction, or from design or instructions provided by the
buyer.
- INDEMNIFICATION - Buyer shall comply and
require its employees to comply with all instructions given by
Century Conveyor Service, Inc. Regarding installation, use and maintenance
of the equipment described herein and shall require its employees to
use reasonable care and all safety devices in the operation and
maintenance of said equipment. Buyer shall not remove or permit
removal or modification of any safety devices or warning signs or
labels, Buyer shall immediately give Century Conveyor Service, Inc. written
notice (within 24 hours of occurrence) of any personal injury or
property damage arising out of the use of the equipment and cooperate
with Century Conveyor Service, Inc. in investigating any such accident or
malfunction. Buyer agrees to indemnify and hold Century Conveyor Service
and its suppliers harmless from any and all claims, demands,
liabilities, causes of action, suits, costs and expenses of any kind
and nature (including attorney’s fees) for personal injury and
property damage arising from or in any way connected with the
operations activities or use of the equipment described herein if
buyer fails to fulfill any of the foregoing obligations.
Buyer agrees to indemnify
and hold Century Conveyor Service, Inc. and its suppliers harmless from any
and all claims, demands, liabilities, causes of action, suits, costs and
expenses of any kind or nature (including attorney’s fees) which may
be asserted against Century Conveyor Service, Inc. and its suppliers by any
person relation to any portion of the equipment which includes buyer’s
existing equipment or equipment furnished by buyer and to defend
Century Conveyor Service, Inc. and its suppliers at buyers own expense against
any suit which may be commenced relating to the foregoing.
Buyer agrees to indemnify
and hold Century Conveyor Service, Inc. and its suppliers harmless from any
and all claims, demands, liabilities, causes of action, suits, costs and
expenses of any kind or nature (including attorney’s fees) for loss or
damage to persons or property, other than the equipment arising out of
this agreement or buyer’s possession or use of the equipment. It is
understood and agreed that the equipment was not made for the purpose of
carrying people and buyer agrees to indemnify and hold Century Conveyor Service
and its suppliers harmless from any and all claims,
demands, liabilities, causes of action, suits, costs and expenses of any
kind or nature (including attorney’s fees) for loss or damage which
may be suffered by or asserted against Century Conveyor Service, Inc. and its
suppliers by any person injured while standing on, riding or attempting
to ride on the equipment hereunder.
- CANCELLATION - Buyer may cancel this
order only upon written notice to Century Conveyor Service, Inc. and only
upon such terms as will indemnify and incurred overhead reasonable
contract profits, costs and expenses to which Century Conveyor Service, Inc.
has become committed for fulfillment of the contract prior to
cancellation.
- GENERAL - Century Conveyor Service, Inc. shall
have the right to cancel the agreement if at any time the buyer does
not strictly comply with all the terms and conditions of this proposal
(including without limitation any requirements of progress payments)
or buyer becomes insolvent or commits any act of bankruptcy within the
meaning of United States bankruptcy laws. In the event of such
cancellation by Century Conveyor Service, Inc., Century Conveyor Service, Inc.
shall have the same rights of indemnification as set forth in the
preceding paragraph.
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