ECD DO82, Инструкция пользователя

Страница: 8 / 52

HYDRA-DS NO
3
-N Page 7
5.
FORCE MAJEURE. Seller shall not be liable for any delay in delivery, or failure to deliver, due to any cause beyo
nd the Seller’s
control including but not limited to fires, floods, or other forces of the elements; strikes, or other labor disputes; accidents to
machinery; acts of sabotage; riots; precedence or priorities granted at the request or for the benefit, directly or indirectly of
the federal or any state government or any subdivision or agency thereof; delay in transportation or lack of transportation
facilities; restrictions imposed by federal, state or other governmental legislation or rules or regulations thereof. If Seller, in
its sole discretion, determines that Seller’s performance hereunder would result in a loss to Seller’s on this sale as comput
ed
under Seller’s normal accounting procedures because of causes beyond Seller's control, then the Seller may
terminate this
agreement in whole or in part without liability for any delay in the delivery of, or failure to deliver, the goods sold hereunder
6.
TAXES AND OTHER CHARGES.
The Buyer will pay, or reimburse Seller if it pays, any and all taxes or tariffs or any other similar
charges imposed upon this contract, the goods covered hereby or the delivery or use or resale thereof.
7.
FREIGHT CHARGES. If the sale hereunder is other than F.O.B. Seller's facility, this acknowledgement is based upon the freight
charges now in effect. In the event of an increase or decrease in applicable freight charges before the goods are shipped,
such charge in freight will be for the Buyer's account.
8.
PRICES AND DELIVERY. Prices quoted herein are F.O.B. shipping point. Deliveries specified are only our best estimate and are
subject to change. This quotation is based upon freight charges now in effect. Buyer will be invoiced at the freight charge
prevailing at the date of shipment. Prices are firm for orders meeting Seller's normal shipping schedules. If shipments are
held or postponed for any reason other than Seller's fault, and a price increase becomes effective during the period of such
hold or postponement, the increase will apply to all shipments that are held or postponed thirty (30) days or more from the
effective date of the increase.
9.
PAYMENTS. If in the judgment of Seller the financial condition of Buyer at any time prior to shipment does not justify the
terms of payment specified, Seller may cancel the order, withhold shipment, and/or require full or partial payment in
advance. If payment is not made when due, Seller may suspend all future delivery or other performance with respect to
Buyer without liability or penalty and, in addition to all other sums payable hereunder, Buyer shall pay to Seller (i) the
reasonable costs and expenses incurred by Seller in connection with all actions taken to enforce collection or to preserve and
protect Seller’s rights hereunder, whether by legal proceedings or otherwise, including without limit
ation reasonable
attorneys’ fees, court costs and other expenses and (ii) interest on all amounts unpaid after 30 days charged at the monthly
rate of 1-1/2% or the highest rate permitted by law, whichever is lower.
10.
CANCELLATION OR ALTERATION.
Buyer may not
alter or cancel any order without Seller’s written consent. For any order
altered or cancelled with Seller's consent, Buyer must pay for all expenses and labor incurred up to the time of Seller’s
consent, plus a reasonable percentage for profit. Any order delayed or deferred by Buyer will be subject to price escalation
for increased costs of production, and any other expenses caused by the delay. Material on such orders will be stored at
Buyer's risk. Seller reserves the right to invoice Buyer and require payment before shipment of any delayed or deferred order.
11.
TITLE AND RISK OF LOSS. Title and risk of loss shall pass to buyer at Anaheim, California, unless otherwise specified in the
contract. If delivery is made by common carrier, risk of loss shall pass upon delivery to the carrier. Claims for loss or damage
in transit must be made by Buyer to the carrier. Seller accepts no responsibility for loss or damage to product in transit.
12.
PATENT OR TRADEMARK INFRINGEMENT. If the goods sold hereunder are to be prepared for manufacture according to
Buyers specification, Buyer shall indemnify Seller against any claim or liability for patent, trademark, service mark or trade
name infringement on account of preparation, manufacture and/or sale.
13.
NON-WAIVER. If Government Contract Regulations require the addition, deletion, or modification of these terms and
conditions upon prior notification to Seller and Seller's written acceptance thereof, such changes shall become a part of these
terms and conditions. Seller shall not
be bound by any Government Contract Regulations applicable to Buyer’s contracts with
the U.S. Government unless Buyer has expressly acknowledged, on the face of this document, the applicability of such
Regulations to the transaction between Buyer and Seller contemplated herein. Absent such acknowledgement, Seller is
making the assumption in issuing this document that no such Regulations apply.
14.
JURISDICTION. All such disputes shall be resolved in a court of competent jurisdiction in Orange County, California. Buyer
hereby consents to the jurisdiction of the State and Federal Courts sitting in Orange County. Notwithstanding the above,
should either party contest the jurisdiction of such courts, the other party may institute its suit in any court of competent
jurisdiction.
15.
APPLICABLE LAW. All questions arising hereunder or in connection with the quotations or any order submitted in connection
therewith and/or the performance of the parties hereunder shall be interpreted and resolved in accordance with the laws of
the state of California without regard to its conflict of law provisions and excluding the United Nations Convention on the
International Sale of Goods.