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Terms and Conditions
Cobra Power Systems, Inc. Standard Terms and Conditions
1. PRICES: Prices for Cobra Power Systems, Inc. (“Seller”) products as
quoted by Seller will be made available for Buyer’s acceptance for 30
days
from the quotation date and are thereafter subject to change or
withdrawal.
Seller reserves the right to change any pricing terms when the quantities
change by more than 10%. All products will be shipped within the
specified
period of time listed in the proposal or quotation documents beginning
from
the date of Seller’s acknowledgement of Buyer’s order.
2. CREDIT APPROVAL: All sales and shipments are subject at all times
to
credit approval by Seller. At the sole discretion of the Seller, all
requested
documentation (including but not limited to credit application, and trade
references) must be submitted and approved prior to the Buyer receiving
a
credit line.
3. TAXES: Buyer shall be responsible for payment of all taxes associated
with the sale, delivery, storage, processing, use or consumption of any
products covered hereby. Any tax-exempt purchaser must provide their
state or federal tax-exempt certificate to the Seller prior to the equipment
being shipped or stored.
4. PERMISSIBLE VARIATIONS: Variations in the products as to
components, dimensions, quantity, and the like shall be permissible and
shall not constitute cause for Buyer’s rejection of any product variations
that
fall within the applicable product specifications in effect at the time of
manufacture.
5. INSPECTION AND REJECTIONS: Any claim by Buyer based upon
delivery of products that are of incorrect size, type or quantity, or have
been
damaged in shipment, ascertainable upon visual inspection thereof,
must be
presented to Seller or its representative within 15 days following date of
receipt of such non-conforming or damaged products by Buyer. In the
absence of any such claim within 15 days, Buyer’s receipt of any
products
delivered hereunder shall be an unqualified acceptance and a waiver by
Buyer of any and all claims related to incorrect size, type or quantities or
shipment damage. No claim of any kind whether as to products delivered
or
for non-delivery of products, and whether or not based on negligence or
other tort, shall be greater in amounts than the purchase price of the
products in respect of which such claim is made. Seller reserves the right
to
replace in part or in full any damaged component or components
damaged
as a result of force majeure from the Sellers freight company, or delivery
vehicles. Replacement in full shall be determined solely by the Seller.
Damages resulting from rigging, loading / unloading, manipulation of
any
kind by the Buyer or the Buyers contractors, subcontractors, or anyone
working directly for the Buyer, will be the responsibility of the Buyer.
6. STATEMENT OF LIMITED WARRANTY:
a. Limited Warranty: Subject to the limitations and exclusions set forth
below, Seller warrants that the products to be delivered hereunder shall
be
free from defects in materials and workmanship in normal use and
service.
This warranty is applicable only to buyer and there are no other intended
beneficiaries of this warranty.
b. Warranty Limitations and Exclusions:
i. For the warranty to apply, the products must be installed in accordance
with all site conditions required by state and local codes, applicable
product
or industry specifications and guidelines, manufacturer’s installation
recommendations and other applicable laws. Specifically excluded
from the
warranty are damages to the products arising from ordinary wear and tear,
alteration or repair by anyone other than Seller, accident, misuse, abuse,
Acts of God, or neglect or any other event not caused by Seller.
ii. Seller’s obligation under this warranty shall not include any
transportation
charges or costs of installation.
iii. Except as specified above, no other express warranty is given and no
affirmation on Seller’s part or on the part of Seller’s representatives or
agents, by word or act, shall constitute a warranty or otherwise alter, vary
or
expand the express warranty set forth above.
iv. IN NO EVENT SHALL THE SELLER BE LIABLE FOR SPECIAL,
INDIRECT OR CONSEQUENTIAL DAMAGES OF BUYER OR ANY THIRD
PARTY, including loss of production and profits, labor and materials,
overhead costs or other loss or expenses incurred by Buyer or any third
party.
1. PRICES: Prices for Cobra Power Systems, Inc. (“Seller”) products as
quoted by Seller will be made available for Buyer’s acceptance for 30
days
from the quotation date and are thereafter subject to change or
withdrawal.
Seller reserves the right to change any pricing terms when the quantities
change by more than 10%. All products will be shipped within the
specified
period of time listed in the proposal or quotation documents beginning
from
the date of Seller’s acknowledgement of Buyer’s order.
2. CREDIT APPROVAL: All sales and shipments are subject at all times
to
credit approval by Seller. At the sole discretion of the Seller, all
requested
documentation (including but not limited to credit application, and trade
references) must be submitted and approved prior to the Buyer receiving
a
credit line.
3. TAXES: Buyer shall be responsible for payment of all taxes associated
with the sale, delivery, storage, processing, use or consumption of any
products covered hereby. Any tax-exempt purchaser must provide their
state or federal tax-exempt certificate to the Seller prior to the equipment
being shipped or stored.
4. PERMISSIBLE VARIATIONS: Variations in the products as to
components, dimensions, quantity, and the like shall be permissible and
shall not constitute cause for Buyer’s rejection of any product variations
that
fall within the applicable product specifications in effect at the time of
manufacture.
5. INSPECTION AND REJECTIONS: Any claim by Buyer based upon
delivery of products that are of incorrect size, type or quantity, or have
been
damaged in shipment, ascertainable upon visual inspection thereof,
must be
presented to Seller or its representative within 15 days following date of
receipt of such non-conforming or damaged products by Buyer. In the
absence of any such claim within 15 days, Buyer’s receipt of any
products
delivered hereunder shall be an unqualified acceptance and a waiver by
Buyer of any and all claims related to incorrect size, type or quantities or
shipment damage. No claim of any kind whether as to products delivered
or
for non-delivery of products, and whether or not based on negligence or
other tort, shall be greater in amounts than the purchase price of the
products in respect of which such claim is made. Seller reserves the right
to
replace in part or in full any damaged component or components
damaged
as a result of force majeure from the Sellers freight company, or delivery
vehicles. Replacement in full shall be determined solely by the Seller.
Damages resulting from rigging, loading / unloading, manipulation of
any
kind by the Buyer or the Buyers contractors, subcontractors, or anyone
working directly for the Buyer, will be the responsibility of the Buyer.
6. STATEMENT OF LIMITED WARRANTY:
a. Limited Warranty: Subject to the limitations and exclusions set forth
below, Seller warrants that the products to be delivered hereunder shall
be
free from defects in materials and workmanship in normal use and
service.
This warranty is applicable only to buyer and there are no other intended
beneficiaries of this warranty.
b. Warranty Limitations and Exclusions:
i. For the warranty to apply, the products must be installed in accordance
with all site conditions required by state and local codes, applicable
product
or industry specifications and guidelines, manufacturer’s installation
recommendations and other applicable laws. Specifically excluded
from the
warranty are damages to the products arising from ordinary wear and tear,
alteration or repair by anyone other than Seller, accident, misuse, abuse,
Acts of God, or neglect or any other event not caused by Seller.
ii. Seller’s obligation under this warranty shall not include any
transportation
charges or costs of installation.
iii. Except as specified above, no other express warranty is given and no
affirmation on Seller’s part or on the part of Seller’s representatives or
agents, by word or act, shall constitute a warranty or otherwise alter, vary
or
expand the express warranty set forth above.
iv. IN NO EVENT SHALL THE SELLER BE LIABLE FOR SPECIAL,
INDIRECT OR CONSEQUENTIAL DAMAGES OF BUYER OR ANY THIRD
PARTY, including loss of production and profits, labor and materials,
overhead costs or other loss or expenses incurred by Buyer or any third
party.
v. TO THE EXTENT ALLOWED BY LAW, THE WARRANTY SET FORTH
HEREIN IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES
WITH RESPECT TO THE PRODUCTS (WHETHER EXPRESS, IMPLIED,
OR STATUTORY), INCLUDING ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
c. Claims; Remedies:
All claims made under this warranty shall be presented to Seller in
writing
at Seller’s corporate headquarters, 8 American Way, Spotswood, NJ
08884, no later than sixty (60) days after discovery of defects in the
products for which such claim is made. Any claim under this warranty
that
is not so presented to Seller in writing within sixty (60) days after
discovery shall be deemed unconditionally waived. Seller agrees to
replace those products determined by Seller to be defective and
covered
by this warranty. Seller’s liability specifically excludes the cost of
removal
of the replaced products and/or installation of the replacement products.
7. EXCUSED PERFORMANCE—FORCE MAJEURE: Seller shall not be
held responsible for any delay in performance under these Terms and
Conditions of Sale resulting in whole or in part from or made impossible
or impracticable by any cause beyond the control of Seller, including,
but
not limited to, terrorism, natural disaster, war, fire, explosion, accident,
breakdown, strike, adverse weather conditions, failure or refusal of any
carrier to transport materials, delay in transport thereof, inability to
obtain,
on terms deemed by Seller to be commercially practicable, any raw
material or other needed resources (including energy), failure of any
transportation media, sale or transfer of manufacturing facilities,
embargo
or any act of God or action or request of any governmental authority,
failure or refusal of any carrier or contractor, or any other contingency or
delay or failure or cause beyond Seller’s control.
8. HANDLING AND USE OF PRODUCTS: Seller may offer directions,
recommendations or suggestions for the use of products delivered
hereunder; however, it is solely Buyer’s responsibility to determine
whether products are suited for Buyer’s specific needs, and there are no
representations or warranties except as set forth herein. Buyer assumes
full responsibility for compliance with all governmental laws, rules and
regulations governing, and assumes all risks and liabilities arising from,
unloading, discharge, storage, handling, installation, and use of Seller’s
products, including use of Seller’s products as part of or in connection
with other equipment or materials. Buyer agrees to indemnify Seller, its
agents and employees for any and all claims, liabilities and expenses
arising out of or caused by the failure to comply with the terms set forth
herein or to follow instructions, warnings, or recommendations furnished
by Seller in connection with any products delivered hereunder.
9. LIMITATIONS OF ACTIONS: No action arising out of these Terms and
Conditions of Sale shall be brought by Buyer against Seller more than
one year after the accrual of the cause of action therefore.
10. CHOICE OF LAW: These Terms and Conditions of Sale and the
transactions contemplated hereby shall be governed in all respects by
the
laws of the State of New Jersey, without reference to its choice of law
principles.
11. RETURNS/RESTOCKING CHARGES: Seller reserves the right to
reject the return of any products returned by Buyer pursuant to these
Terms and Conditions of Sale. Upon approval of the Seller, all returned
products must be in resalable condition, undamaged and in standard
inventory packages and/or coils (no partial coils, pieces, etc. will be
accepted for credit). Products accepted for return by Seller are subject
to
a restocking charge, including any applicable freight/shipping charges,
based upon the price in effect at the time of original sale. Special order
items cannot be returned.
12. NO OTHER TERMS: ANY TERMS OR CONDITIONS ON BUYER’S
PRINTED FORMS OR ANY OTHER DOCUMENT OF BUYER SHALL
NOT APPLY. ACCEPTANCE OF ANY GOODS SHIPPED WILL
CONFIRM BUYER’S ASSENT TO THESE TERMS AND CONDITIONS
OF SALE EXCLUSIVELY WITHOUT MODIFICATION.
13. BUYER ACCEPTS ALL TERMS AND CONDITIONS HEREOF,
NONE OF WHICH MAY BE CHANGED BY BUYER. ACCEPTANCE OF
ANY SHIPMENT BY BUYER IS AN ACCEPTANCE OF THESE TERMS
AND CONDITIONS OF SALE, NONWITHSTANDING ANY ACT OF
SELLER INCLUDING SHIPMENT OR ACCEPTANCE OF PAYMENTS,
AND NONWITHSTANDING ANY TERMS OR CONDITIONS
CONTAINED IN ANY ACKNOWLEDGEMENT OR OTHER DOCUMENT
OF BUYER.
14. SERVICE CHARGE AND COLLECTION: A 1.5% per month (a rate
of 18% per annum) service charge will be due and billed on past due
amounts. Buyer shall be responsible for paying any costs associated with
any collection effort, including, but not limited to, reasonable attorney
fees
as permitted by state law.
HEREIN IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES
WITH RESPECT TO THE PRODUCTS (WHETHER EXPRESS, IMPLIED,
OR STATUTORY), INCLUDING ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
c. Claims; Remedies:
All claims made under this warranty shall be presented to Seller in
writing
at Seller’s corporate headquarters, 8 American Way, Spotswood, NJ
08884, no later than sixty (60) days after discovery of defects in the
products for which such claim is made. Any claim under this warranty
that
is not so presented to Seller in writing within sixty (60) days after
discovery shall be deemed unconditionally waived. Seller agrees to
replace those products determined by Seller to be defective and
covered
by this warranty. Seller’s liability specifically excludes the cost of
removal
of the replaced products and/or installation of the replacement products.
7. EXCUSED PERFORMANCE—FORCE MAJEURE: Seller shall not be
held responsible for any delay in performance under these Terms and
Conditions of Sale resulting in whole or in part from or made impossible
or impracticable by any cause beyond the control of Seller, including,
but
not limited to, terrorism, natural disaster, war, fire, explosion, accident,
breakdown, strike, adverse weather conditions, failure or refusal of any
carrier to transport materials, delay in transport thereof, inability to
obtain,
on terms deemed by Seller to be commercially practicable, any raw
material or other needed resources (including energy), failure of any
transportation media, sale or transfer of manufacturing facilities,
embargo
or any act of God or action or request of any governmental authority,
failure or refusal of any carrier or contractor, or any other contingency or
delay or failure or cause beyond Seller’s control.
8. HANDLING AND USE OF PRODUCTS: Seller may offer directions,
recommendations or suggestions for the use of products delivered
hereunder; however, it is solely Buyer’s responsibility to determine
whether products are suited for Buyer’s specific needs, and there are no
representations or warranties except as set forth herein. Buyer assumes
full responsibility for compliance with all governmental laws, rules and
regulations governing, and assumes all risks and liabilities arising from,
unloading, discharge, storage, handling, installation, and use of Seller’s
products, including use of Seller’s products as part of or in connection
with other equipment or materials. Buyer agrees to indemnify Seller, its
agents and employees for any and all claims, liabilities and expenses
arising out of or caused by the failure to comply with the terms set forth
herein or to follow instructions, warnings, or recommendations furnished
by Seller in connection with any products delivered hereunder.
9. LIMITATIONS OF ACTIONS: No action arising out of these Terms and
Conditions of Sale shall be brought by Buyer against Seller more than
one year after the accrual of the cause of action therefore.
10. CHOICE OF LAW: These Terms and Conditions of Sale and the
transactions contemplated hereby shall be governed in all respects by
the
laws of the State of New Jersey, without reference to its choice of law
principles.
11. RETURNS/RESTOCKING CHARGES: Seller reserves the right to
reject the return of any products returned by Buyer pursuant to these
Terms and Conditions of Sale. Upon approval of the Seller, all returned
products must be in resalable condition, undamaged and in standard
inventory packages and/or coils (no partial coils, pieces, etc. will be
accepted for credit). Products accepted for return by Seller are subject
to
a restocking charge, including any applicable freight/shipping charges,
based upon the price in effect at the time of original sale. Special order
items cannot be returned.
12. NO OTHER TERMS: ANY TERMS OR CONDITIONS ON BUYER’S
PRINTED FORMS OR ANY OTHER DOCUMENT OF BUYER SHALL
NOT APPLY. ACCEPTANCE OF ANY GOODS SHIPPED WILL
CONFIRM BUYER’S ASSENT TO THESE TERMS AND CONDITIONS
OF SALE EXCLUSIVELY WITHOUT MODIFICATION.
13. BUYER ACCEPTS ALL TERMS AND CONDITIONS HEREOF,
NONE OF WHICH MAY BE CHANGED BY BUYER. ACCEPTANCE OF
ANY SHIPMENT BY BUYER IS AN ACCEPTANCE OF THESE TERMS
AND CONDITIONS OF SALE, NONWITHSTANDING ANY ACT OF
SELLER INCLUDING SHIPMENT OR ACCEPTANCE OF PAYMENTS,
AND NONWITHSTANDING ANY TERMS OR CONDITIONS
CONTAINED IN ANY ACKNOWLEDGEMENT OR OTHER DOCUMENT
OF BUYER.
14. SERVICE CHARGE AND COLLECTION: A 1.5% per month (a rate
of 18% per annum) service charge will be due and billed on past due
amounts. Buyer shall be responsible for paying any costs associated with
any collection effort, including, but not limited to, reasonable attorney
fees
as permitted by state law.
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