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Payment Subject to prior credit approval net thirty (30) days
from date on invoice. All payments are to be made in U.S. Dollars after
thirty (30) days from the earlier of (1) date on invoice or (2) receipt
of merchandise. For any invoice not paid in full after the due date, the
Customer shall be billed a service charge of one and one-half percent (1
½ %) per month or the maximum permitted by law, whichever is less, until
paid in full.
No shipment will be made if Customer's account is past due. If orders
at lower prices are delayed by past due accounts, higher prices will
apply after date prices are increased.
All prices quoted by IMAGE PROJECTION are in U.S. Dollars F.O.B. and
are subject to change without notice, unless otherwise agreed to in
writing by IMAGE PROJECTION prior to the date of the invoice. Customer
to pay all costs of transportation, insurance and taxes (including
without limitation any sales, use or similar tax and any tax levied on
or assessed to IMAGE PROJECTION after the ordered products are delivered
to Customer by reason of IMAGE PROJECTION retention of title as provided
herein.
Partial shipments on any order will be made at the discretion of
IMAGE PROJECTION or Customer's request and payment terms shall be the
same as outlined above.
Title for financial security purposes shall remain with IMAGE
PROJECTION until Customer has made payment in full and Customer agrees
to cooperate with IMAGE PROJECTION to execute such documents and to
accomplish such filings or recordings as IMAGE PROJECTION may deem
necessary for the protection of its interests in the products shipped to
the Customer, pending such payment.
Conditions
Possession of the IMAGE PROJECTION catalog and price list is not in
itself an offer to sell. All purchase orders are subject to acceptance
by IMAGE PROJECTION. All of the products sold by IMAGE PROJECTION are
sold only on the terms and conditions stated herein and no waiver
thereof shall be binding on IMAGE PROJECTION, unless IMAGE PROJECTION
has agreed thereto in writing prior to the date of the invoice. All
purchase orders, invoices and collection of the balances due IMAGE
PROJECTION, and all written contracts entered into by IMAGE PROJECTION
with Customer shall be construed under and governed by the laws of the
State of Florida.
IMAGE PROJECTION will not be bound by any term, condition, warranty,
representation, promise or inducements whether written or oral, of any
of its agents or employees which is not expressly set forth herein. Any
express or implied term, condition, statement of warranty, statutory or
otherwise, which is not expressly included herein is hereby excluded.
Failure by IMAGE PROJECTION to demand the performance of any term,
condition or right hereunder shall not constitute a waiver of such term,
condition or right or any other term or provision hereof.
Nothing herein contained shall be construed so as to require the
commission of any act contrary to law, and wherever there is a conflict
between any provision hereof and any law, statute or regulation, the
latter shall prevail, and in such event, the provision hereof so
affected shall be curtailed, limited and modified only to the extent
necessary to bring the affected provision within the legal requirements
and the remainder hereof, as so curtailed, limited and modified shall
continue in full force and effect.
The design and specifications of any product in the IMAGE PROJECTION
catalog is subject to change without prior notice.
All unresolved disputes between IMAGE PROJECTION and Customer must be
resolved in a Court of competent jurisdiction in the County of
Miami-Dade, State of Florida, where IMAGE PROJECTION maintains its
principal office,
and Customer hereby consents to the jurisdiction of such courts and
agrees to appear in any such action |
The upon due process and written notice thereof. No action in any
forum arising out of or connected with the products or services
furnished by IMAGE PROJECTION may be commenced by Customer more than one
(1) year after the cause of action occurred. The prevailing party in any
action to enforce payment or performance hereunder by Customer shall be
entitled to recover all of its actual costs or collecting or enforcing
its rights including reasonable attorney's fees awarded by the Court.
In any transaction between IMAGE PROJECTION and Customer related to
any product sold by IMAGE PROJECTION, the terms and provisions hereof
shall constitute the entire agreement between IMAGE PROJECTION and
Customer and may not be amended, altered or changed except by a written
agreement signed by the parties. In the event of a conflict or
discrepancy between Customer's purchase order and correspondence related
to any purchase, the invoice of IMAGE PROJECTION and the terms and
conditions herein prescribed shall supersede and control and nullify
Customer's conflicting documentation, and the transaction shall be
interpreted for all purposes in accordance herewith.
Delivery
Customer's requests notwithstanding, IMAGE PROJECTION reserves the
right to make the final selection of the carrier for all shipments. The
responsibility of IMAGE PROJECTION ceases upon acceptance of the
merchandise by the carrier. Customer's claims for loss or damage in
transit must be made with the carrier. IMAGE PROJECTION will assist
Customer in the presentation and prosecution of its claims. Loss or
damage in transit shall not constitute an offset, a waiver, a
curtailment or an abrogation of Customer's duty to pay IMAGE PROJECTION
or to comply with the conditions hereof. IMAGE PROJECTION will not be
liable for late delivery and/or inability to perform hereunder, caused
by any contingency beyond its control, including without limitation,
strikes, riots, lockouts, war, accident, fire, flood, disaster, loss in
transit by carrier, inability to obtain materials, subcontractor,
supplier or customer caused delays, governmental or other limitations or
restrictions on materials, labor, manufacturing, delivery or shipping,
and upon the occurrence of such contingencies, the performance of IMAGE
PROJECTION shall be suspended and extended for a period of such
contingency until it can be remedied, and thereupon Customer shall be
obligated to accept such delayed performance without penalty to IMAGE
PROJECTION in any form. "Performance" hereunder includes without
limitation, fabrication, assembly, shipment, delivery, repair or
replacement.
Installation
For the safety of the Customer and the Customer's employees or
agents, the Customer agrees to follow the installation and operating
instructions provided with the equipment and to have the equipment
installed only by a qualified or licensed electrician. IMAGE PROJECTION
assumes no responsibility whatsoever for the incorrect or faulty
installation of any of its products.
Warranty
IMAGE PROJECTION products are carefully tested and inspected at the
factory and warranted to be free of material and workmanship defects for
a period of twenty-four (24) months from date of shipment. The warranty
by IMAGE PROJECTION is restricted to the repair or replacement of any
part which, proves to be defective and for which a claim is submitted to
IMAGE PROJECTION before its expiration date and does not apply to any
defect arising from accident, misuse, improper or unauthorized
adjustment or repair, or willful or negligent use. The warranty does not
apply to lamps, nor does the warranty apply to normal wear and tear of
any product. If Customer fails to make a claim in writing within five
(5) days after delivery, it shall have no further rights against IMAGE
PROJECTION for shortage in count, imperfect manufacture, or any defect
visible to or known to Customer at the time of delivery. IMAGE
PROJECTION is not responsible for any labor expended or materials used
to replace or repair any equipment without its prior written consent.
Customer
must prepay all freight charges for merchandise authorized to be
returned for repairs or replacement, or
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it will not be accepted. This warranty is contingent upon Customer's
full and timely compliance with all terms of payment set forth herein
and is exclusive and in lieu of all other warranties expressed or
implied, in fact or by operation of law or otherwise, including the
implied warranty of merchantability or fitness for a particular purpose.
IMAGE PROJECTION shall have no liability or obligation to any person
hereunder or otherwise resulting from Customer's furnishing, sale,
lease, repair or use of the equipment sold to Customer, and in no event
shall IMAGE PROJECTION be liable for special, indirect, collateral or
consequential damages hereunder such as, but not limited to, anticipated
lost profits, or any other economic loss claimed to arise from the use
or in connection with IMAGE PROJECTION equipment purchased pursuant to
these provisions and warranty.
Returns
Only merchandise not conforming to factory specifications of the
manufacturer may be returned. In no event will IMAGE PROJECTION accept
the return of merchandise based on subjective reasoning such as, but not
limited to, non-applicability of the merchandise for specific use. Any
merchandise returned without the prior written consent of IMAGE
PROJECTION will be refused. Requests for permission to return must list
the quantity, catalog number, original purchase order number, original
invoice number, and a concise informative reason for the request. If
permission is granted, a numbered return authorization code (RAC) will
be forwarded showing the details of the basis for shipment to be made
and for credit to be issued. This RAC will constitute the entire
agreement for the return and should be reviewed carefully before the
return shipment is made. The RAC automatically expires and becomes void
forty-five (45) days after it is issued, and no merchandise will
thereafter be accepted for return. No request for return will be honored
thirty (30) days after the date of the original invoice. No returns can
be made on specialty or custom-made items except for defects proved to
be the fault of IMAGE PROJECTION. All returns are subject to a 25 %
restocking charge, plus any costs of reconditioning, which in the
exclusive judgment of IMAGE PROJECTION is deemed necessary. Customer
must prepay all freight charges on RAC shipments or they will not be
accepted.
Miscellaneous
The foregoing terms and conditions are effective as of January 1,
2009, and are by this reference incorporated into every contract and
invoice between IMAGE PROJECTION and Customer. |
