Terms of Service

Terms and Conditions of Sale

 

1. CONTRACT BETWEEN BUYER AND SELLER:The terms and conditions herein set forth shall constitute the entire agreement between you (the “Buyer”) and Rotuba Extruders, Inc. and all of its subsidiaries (the “Seller”) with respect to the limited warranty and the limited remedies described below, and such agreement shall not be amended, modified or rescinded except by written agreement signed by you and an authorized officer of Seller.

 

2. ADVICE BY SELLER:The giving or failure to give advice, notice, suggestions, instructions or recommendation of any character by Seller regarding the products the Buyer is ordering, including, but not limited to, designs, shapes, sizes, materials, specifications, or use, are provided for informational purposes only and shall not impose any liability upon Seller.

 

3. DELAYS:Seller shall not be responsible for any failure or delay in delivery due to any cause or circumstance of any kind (whether or not due to the fault of Seller), including, without limitation, any force majeure, act of God, fire, flood, earthquake, climatic conditions (including severe weather), accident, civil disorder, acts of war or terrorism, suspension of transportation, delay of carriers, disease (including endemic or pandemic), strikes, lockouts or other labor difficulties of any kind, blockades, embargoes, boycotts, breakdowns, delay or inability (total or partial) to obtain supplies, labor, raw materials or energy through Seller's usual and regular sources or otherwise, or any law, regulation or other action adopted or taken by any governmental authority, or any other cause not reasonably within Seller's control.  The parties hereto acknowledge and agree that the provisions set forth in this Section and their interpretation and application are not intended to be limited to "force majeure" and related legal doctrines.  The parties intend for such provisions to be interpreted and applied in accordance with their express terms, for example, without any requirement that Seller show unforeseeability, impossibility or other elements that may be required by force majeure doctrine.

 

4. RESPONSIBILITY:Seller shall have no responsibility if improper usage or design causes failure or poor performance of products made by Seller.  Therefore, no claims can be made on us for scrap, production loss, or down time, or any other operating failures.  Buyer assumes full responsibility for all products produced on its behalf for resale and agrees to indemnify and hold harmless Seller from any and all liability arising in connection with Buyer’s distribution and sale of such products.

 

5. LIMITEDWARRANTY:

 

The warranty obligations of Seller for the products are limited to the terms expressly set forthherein. This limitedwarranty covers only defects in materials and workmanship in the products AS DELIVERED TO YOU.  Without limiting the generality of the foregoing, this limited warranty doesnot cover:

 

(a)        any damage, deterioration or malfunction resulting from any alteration, modification, improper or unreasonable use or maintenance, misuse, abuse, accident, neglect, exposure toexcess moisture, fire, improper packing and shipping (suchclaims must be presented to the carrier), or other acts of nature;

 

(b)        any damage, deterioration or malfunction resulting from any unauthorized tampering with the product, any repairs attempted by anyone unauthorized by Seller to make such repairs, or any other cause which does not relate directly to a defect in materials and/or workmanship of the product; and/or

 

(c)        cartons, equipment enclosures, or accessories used in conjunction with the product.

 

This limited warranty lasts for ten (10) days from the date of original shipment of the product.  Only the original purchaser of the product is covered under this limited warranty.  This limited warranty is not transferable to subsequent purchasers or owners of the product.

 

If Seller determines that any product is defective in materials or workmanship and provided that the complaint of defect is received by Seller with ten (10) days of original shipment of the product, Seller will, at its sole option, provide one (1) of the following two (2) remedies to whatever extent it shall deem necessary to satisfy a proper claim under this limited warranty:

 

(i)         replace the product with a direct replacement or with similar product deemed by Seller to perform substantially the same functionas the original product; or

 

(ii)        issue a credit of the original purchase price of the product.

 

No materials returned by Buyer without written consent of Seller shall be accepted.  No materials shall be deemed defective or not in accordance with order if such materials conform to previously accepted materials.

 

If the product is returned to Seller, the product must be insured during shipment, with the insurance andshipping charges prepaid by Buyer.  If the product is returned uninsured, Buyer assumes all risks of loss or damage during shipment.

 

6. DISCLAIMERS.

 

Buyer is responsible for determining whether the product is fit for a particular purpose and suitable for the method of use or application to which Buyer intends to use the product.  Given the variety of factors that can affect the use and application of the product, some of which are uniquely within Buyer's knowledge and control, it is essential that Buyer evaluate the product to determine whether it is fit for a particular purpose and suitable for the method of use or application. 

 

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE LIMITED WARRANTY AND THE REMEDIES EXPRESSLY SET FORTH ABOVE ARE THE ONLY WARRANTY AND REMEDIES IN RESPECT OF THE PRODUCTS AND ARE IN LIEU OF ALL OTHER WARRANTIES, REMEDIES AND CONDITIONS, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED. THERE ARE NO OTHER REPRESENTATIONS OR WARRANTIES BY SELLER, EXPRESSED OR IMPLIED, EXCEPT AS SET FORTH HEREIN.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, SELLER SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTY OF MERCHANTABILITY, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, WARRANTY OF TITLE, WARRANTY OF NON-INFRINGEMENT, COURSE OF PERFORMANCE AND USAGE OF TRADE.

 

7. LIMITATIONS ON LIABILITY.Notwithstanding any provision herein to the contrary, and without limiting the generality of, or expanding, the limited warranty set forth herein and the limited remedies available to Buyer as set forth herein, Seller will not be responsible for any consequential, special, punitive or other indirect damages, including, without limitation, lost revenue or profits, in any way arising out of or related to the agreement between the parties hereto or Seller's performance hereunder (including, without limitation, Seller's sale and delivery of the products), even if Seller has been advised of the possibility of such damages.