BAS6530
Edition
04/2019
Page 11 of 11
purchase order, buyer requests Brinkmann
to delay shipment of the equipment, the
purchase price shall become due and
owing thirty (30) days after the equipment
is ready for shipment.
If buyer fails to pay the purchase price as
provided herein and Brinkmann institutes a
lawsuit for the collection of said price,
buyer agrees to pay Brinkmann‘s reason-
able attorney fees incurred in connection
therewith.
Acceptance of orders
Quotations are offered for written ac-
ceptance within thirty (30) days from date
(unless otherwise stated) but are subject
to change without notice at any time
before acceptance. If any order contains
printed, stamped or other provisions
inconsistent or in conflict with the terms
and conditions hereof, the terms and
conditions hereof shall control, unless
otherwise specifically stated by Brinkmann
in writing. All clerical errors are subject to
correction in favor of either party upon
notice of either party. All orders are subject
to the credit approval of Brinkmann. An
order containing subject matter not within
the contemplation of the proposal shall be
subject to a further quotation as to price or
delivery or both. Modifications, changes,
deferred shipments, cancellations or
additions will be effective only if accepted
by Brinkmann in writing and then only
upon terms that will indemnify Brinkmann
against all costs and losses.
Title and security agreement
Delivery to carrier shall constitute transfer
to the buyer, and all risk of loss or damage
in transit shall be borne by the buyer.
By execution of a purchase order, buyer
hereby grants to Brinkmann a security
interest in the equipment covered by the
proposal, and its products and/or proceeds
in order to secure the payment of the
purchase price thereof and buyer author-
izes to file financing statements reflecting
this securi
ty interest without buyer‘s
signature. Buyer will cooperate with
Brinkmann in preparing documents
necessary to perfect this security interest.
Proprietary and other materials
This quotation and all drawings, specifica-
tions, materials, patterns, and special
purpose manufacturing aids which are
supplied to buyer by Brinkmann shall be
kept in confidence and shall be listed and
maintained in suitable condition at the
expense of buyer and are to be consid-
ered the property of Brinkmann held on
consignment by buyer and to be insured
while in buyer‘s possession. Such articles
and all copies thereof from any source
shall be returned to Brinkmann at any time
upon request and shall not be used for or
by any third parties without the express
written permission of Brinkmann.
Performance in event of default
In addition to the rights and remedies
conferred upon Brinkmann by law, Brink-
mann will not be required to proceed with
the performance of any order or contract if
buyer is in default in the performance of
any order or contract with Brinkmann and
in case of doubt as to buyer‘s financial
condition, shipments under an order may
be suspended or sent sight draft with bill of
lading attached and Brinkmann may
decline further shipments except for cash
before shipment.
Hold harmless/indemnity
Except to the extent of the limited warranty
set forth above and Brinkmann‘s own
gross negligence or willful misconduct,
buyer hereby:
(1) waives, releases and discharges any
and all claims 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
Brinkmann, its agents or employees, by
reason of or arising out of any claimed
improper design, specification or manufac-
ture of the equipment sold hereunder, or of
any claimed inadequate or insufficient
safeguards or safety devices; and (2)
covenants to indemnify and hold harmless
Brinkmann, its agents and employees of,
from and against any and all loss, dam-
age, expense (including attorney‘s fees),
claims, suits or liability which Brinkmann or
any of its employees may sustain or incur
at any time for or by reason of any injury or
death of any person or persons or damage
to any property, arising out of any claimed
improper design or manufacture of the
equipment sold hereunder, or of any
claimed inadequate or insufficient safe-
guards or safety devices.
Electrical equipment
Motors, electrical equipment and wiring on
the equipment quoted will be supplied in
accordance with the manufacturer‘s
standards. Unless specifically quoted they
are not guaranteed to meet ordinances of
any local governing body and the respon-
sibility of conforming to any local ordi-
nance is assumed by the buyer.
Inspection and testing, production
estimates and performance
All working drawings or other materials
provided by Brinkmann are for general
information purposes only and may or may
not relate to buyer‘s order or other equip-
ment. Any specifications contained therein
are not binding on Brinkmann except as
expressly so stated. Brinkmann reserves
the right to make, at any time, such
changes in detail of design or construction
as shall in the sole judgment of Brinkmann
constitute an improvement over former
practice. Production data, where given, are
based on Brinkmann‘s careful analysis and
understanding of the limits of accuracy,
machinability of materials, amount of
material to be removed, handling facilities
provided, and location points but are
nonetheless an estimate only and not
guaranteed or warranted. In no event shall
Brinkmann be responsible for performance
figures supplied by other parties. If by
written agreement the equipment is to be
subject to acceptance tests before ship-
ment, rejection under this clause must take
place prior to shipment.
Returned equipment
In no case is equipment to be returned
without first obtaining written permission
from Brinkmann. Unless otherwise ex-
pressly agreed an order for equivalent
value must accompany returned equip-
ment and all such returned equipment will
be accepted for credit only after inspec-
tion. Equipment returned without good
cause and for which no credit is given shall
be subject to a restocking charge. Buyer
returning equipment must pay transporta-
tion charges and bear risks of loss or
damage to goods while in transit. Ac-
ceptance of returned products by Brink-
mann‘s receiving department shall not bind
Brinkmann nor have any force or effect
unless acceptance is made by Brinkmann
in writing.
