TERMS AND CONDITIONS OF SALE
As used below, the word “Equipment” means all equipment, machinery, accessories, attachments, spare or replacement parts, tools, supplies, merchandise or goods that are the subject of the parties’ transaction.
All quotations are made for immediate acceptance and are subject to withdrawal, change and prior sale of disposition without notice.
Sale of any Equipment by C&C Company is expressly conditioned upon the terms and conditions set forth below. Any order for or any statement of intent to purchase Equipment or services, or any direction to proceed with engineering procurement, Reworking, or shipment, will constitute assent to said terms and conditions and a representation that the Buyer is solvent. Any additional or different terms or conditions set forth in any such communication from the Buyer are hereby objected to by C&C Company, and will not be effective or binding unless assented to in a writing signed by an authorized C&C Company representative at C&C Company’s O’Fallon office. If there is any inconsistency between this document and the terms of a purchase order, the terms and conditions of this document will prevail.
Unless otherwise stated in writing by C&C Company full payment in U.S. Dollars is due before shipment and deposits are nonrefundable.
Prices are stated in U.S. Dollars and do not include any federal, state or local taxes, which are in addition to the purchase price and must be paid by the Buyer. All foreign duties and taxes are the responsibility of the Buyer. Unless Buyer furnishes Advance engineering & Manufacturing with a tax exemption certificate, Buyer will pay to C&C Company any tax on the Equipment or the Equipment’s use, however designated, levied or based by any taxing-authority, whenever C&C Company must pay the tax for the Buyer according to applicable law.
Unless otherwise agreed in writing by C&C Company and Buyer, all crating, skidding, rigging, customs, freight and insurance charges are the responsibility of the Buyer. Unless otherwise stated in C&C Company’s invoice or revised invoice, shipment will be F.O.B. Location of Equipment, with all risks of loss and damage passing to the Buyer upon delivery of the Equipment to the common carrier.
DISCLAIMER OF WARRANTIES.
USED EQUPMENT IS SOLD “AS IS” AND C&C COMPANY NEITHER MAKES NOR ASSUMES ANY WARRANTY, WHETHER STATUTORY, BY OPERATION OF LAW, OR OTHERWISE, EXPRESS OR IMPLIED, WITH RESPECT TO ANY EQUIPMENT, NEW OR USED, OR WITH RESPECT TO THE MERCHANTABILITY OR FITNESS OF SUCH EQUIPMENT FOR ANY PURPOSE OR ANY OTHER WARRANTIES, UNLESS C&C COMPANY HAS SO PROVIDED IN WRITING. C&C COMPANY DOES NOT WARRANT THAT SUCH EQUIPMENT CONFORMS WITH ANY PLANS OR SPECIFICATIONS OF BUYER OR OTHERS OR MEETS ANY REQUIREMENTS OF ANY COUNTRY, FEDERAL, STATE OR LOCAL LAWS, REGULATIONS OR ORDINANCES PERTAINING TO SAFETY OR INSURANCE REQUIRMENTS, AND THERE IS NO OBLIGATION OF C&C COMPANY AS TO CONFORMITY OF THE EQUIPMENT. BUYER’S RESPONSIBILITY AND INDEMNITY. BUYER ACKNOWLEDGES THAT IT WILL BE RESPONSIBLE FOR ENSURING THAT ALL EQUIPMENT PURCHASED FROM C&C COMPANY IS INSTALLED AND OPERATED IN A PROPER AND SAFE MANNER. BUYER ALSO ACKNOWLEDGES THAT IT MAY HAVE TO INSTALL OR CHANGE GUARDS, SAFETIES, WARNINGS OR OTHER COMPONENTS TO ENSURE THAT THE EQUPMENT WILL CONFORM TO ALL LAWS, REGULATIONS, ORDINANCES, CODES, INSURANCE REQUIREMENTS AND INDUSTRY STANDARDS. AS OF THE DATE OF DELIVERY OF THE EQUIPMENT TO THE COMMON CARRIER, BUYER AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS C&C COMPANY AND ITS AFFILIATES FROM AND AGAINST ALL SUITS, CLAIMS, COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES AND COST OF INVESTIGATION), FOR PERSONAL INJURY, DEATH OR PROPERTY DAMAGE (“LOSSES”) ARISING OUT OF, RESULTING FROM, OR CONNECTED WITH, THE EQUIPMENT, OTHER THAN LOSSES THAT RESULT FROM CLAIMS ARISING PRIOR TO DELIVERY OF THE EQUIPMENT TO THE COMMON CARRIER. LIMITATION OF C&C COMPANY’S LIABILITY. C&C COMPANY’S LIABILITY, WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE), UNDER ANY WARRANTY, OR OTHERWISE, WILL NOT EXCEED THE RETURN OF THE AMOUNT OF THE PURCHASE PRICE PAID BY BUYER, AND UNDER NO CIRCUMSTANCES WILL C&C COMPANY BE LIABLE FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES. THE PRICE STATED FOR THE EQUIPMENT IS A CONSIDERATION IN LIMITING C&C COMPANY’S LIABILITY. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE TRANSACTIONS UNDER THE AGREEMENT MAY BE BROUGHT BY BUYER MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED. NECESSARY DOUCMENTS AND GOVERNING LAW.
At C&C Company request, Buyer will furnish information to C&C Company that, according to U.S. Federal law, C&C Company must report to the U.S. Drug Enforcement Administration. These terms and conditions of sale and any agreement of which they are a part shall be governed by and construed according to the laws of the Commonwealth of Missouri, U.S.A.