PEARL EQUIPMENT CO. TERMS AND CONDITIONS
- Payment Terms: Net cash upon order or 1/3 deposit with order with balance due prior to shipment unless otherwise stated on the invoice. A service charge of 1-1/2% per month will be assessed on all accounts over 30 days past due.
- Taxes: All sales are subject to applicable federal, state, and local use, sales and excise taxes which the buyer agrees to pay, and which may be billed as part of the selling price, or separately, if the Seller is required by any taxing authority to collect and pay such a tax.
- Return Privilege: If a machine purchased “cleaned, painted and cycled” is proven mechanically unsatisfactory, it may be returned to us for a full credit within a period of 30 days from the date of shipment or repaired at our option, all transportation charges to be prepaid by the buyer. This return privilege does not apply to machines sold on an “as-is” basis or machines damaged in transit. The buyer shall have the risk of loss of all goods until they are returned to the seller in good condition.
- Warranty Disclaimer: The goods described herein are pre-owned, used goods. Seller makes no warranties of any kind whatsoever, express or implied, and ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED and excluded from this agreement. All specifications and descriptions of said goods are approximate only. Seller makes no representation or warranty that said goods conform to any specification, description or condition. It is Buyer’s responsibility to inspect the goods and to ascertain if the specifications, descriptions and condition of the goods conform to Buyer’s requirements. Any warranty concerning said goods made by any third party is enforceable only against the third party and not the Seller. On new machines, there are no other warranties which extend beyond the description on the face of the invoice or specification sheet., except those extended for NEW equipment by the manufacturer. These warranties are available in writing upon request.
- Claims: Any and all claims for errors in merchandise must be made in writing immediately upon receipt of goods. No credit will be allowed on returned goods without our permission. It is expressly agreed that Buyer’s sole and exclusive remedy for any claims arising under this agreement against Seller shall be limited to return of the goods and repayment of the purchase price, or to repair or replacement of the goods at Seller’s option. In no event shall the Seller be responsible for special or consequential damages.
- Quotations and Acceptances: Terms of the proposal shall be accepted by the Buyer upon the issuance of a purchase order. By the issuance of a purchase order, Buyer assents completely and exclusively to the terms and conditions herein. All proposals and acceptances of orders are made with the mutual understanding that orders are not subject to cancellation. The shipping date is approximate only and may be subject to delays. This agreement shall be a Tennessee contract and shall be interpreted and administered for all purposes under the laws of Tennessee.
- Machine Use and Safety: Buyer acknowledges that unless stated machines are new, the goods described herein are pre- owned (used) goods, which were neither designed nor manufactured by the Seller, nor does the Seller have any knowledge or control over the prior use or misuse of the goods or the future application of these goods by the Buyer. It is the Buyer’s (user’s) responsibility to provide proper safety devices and equipment to safeguard the operator from harm for any particular use, operation, or set up, and to adequately safeguard machine, or machines, to conform to all federal, state, and local government safety standards, and all industry safety standards.
- Laws Applicable: The laws of the State of Tennessee applicable to contracts made and to be performed in the State of Tennessee shall govern in any dispute arising out of or under this agreement.
- Arbitration: Any dispute arising between the parties hereto shall be resolved by arbitration in Nashville, Tennessee, in accordance with the Rules of the American Arbitration Association, and the award of the arbitrator(s) shall be final and binding upon the parties. In the event a demand for arbitration is filed pursuant hereto, the parties shall have the same rights to discovery under the Tennessee Rules of Civil Procedure as if the dispute had been filed as an original action in a Tennessee Court of original jurisdiction, and any Court located in Nashville, Tennessee, shall have jurisdiction and shall be authorized to enforce said rights as if the entire dispute were pending before said Court.
- Claim Filing: Any claim arising out of or relating to this contract, or any breach thereof, is barred unless demand for arbitration with respect to said claim is made within one(1) year from the accrual of the cause of action upon which said claim is based.
- Inspection: Buyer shall have the right to inspect the merchandise at the place of shipment prior to time of shipment.
- Title: Title shall not pass to Buyer with delivery of the above personal property, but shall remain vested in Seller until the
entire purchase price is paid.
- Waiver-Indemnification: Buyer hereby (1) waives, releases and discharges any and all claims (with the exception of claims for breach of this agreement) of any and every kind (including but not limited to injury or death of any person or damage to property), which it may have at any time against Seller, its agent or employees, by reason of or arising out of any condition or defect of the goods sold hereunder, or devices; and (2) covenants to indemnify and hold-harmless Seller, its agents and employees of, from and against any and all loss, damage, expense, claims, suits, costs of defense, including attorneys fees or liability which Seller or any of its employees may sustain or incur at any time for or by reason of any injury to or death of any person or persons or damage to any property, arising out of any condition or defect of the goods sold hereunder, or any claimed inadequate or insufficient safeguards or safety devices, or warnings.
- Entire Agreement: These terms and conditions, together with the provisions contained on the invoice are intended by the Seller and Buyer to be a complete and exclusive statement of the terms of the agreement, and such agreement may not be modified, amended, or waived except by a writing executed after the date hereof by an authorized officer of Seller. All prior conversations and representations with reference to this subject matter are superseded by this agreement. Seller shall
not be bound by any terms of Buyer’s purchase order forms or other documents which attempt to impose conditions at variance with Seller’s terms and conditions of sale set forth herein unless the same shall be specifically agreed to in writing by duly authorized officer’s of Seller. Seller objects to provisions contained in Buyer’s forms which are different or in addition to the terms herein. Buyer’s purchase order is accepted expressly conditional on Buyer’s assent to the terms and conditions herein, as the complete and exclusive statement of the terms of this agreement, which assent shall be manifested by Buyer accepting or retaining possession of the goods described herein.