Acceptance: All descriptions, quotations, proposals, offers, acknowledgements, acceptances and sales of the Seller’s products and/or services are subject to and shall be governed exclusively by the terms and conditions stated herein. The Buyer’s acceptance of any offer to sell is limited to the terms and conditions set out below, unless stated otherwise in writing and agreed to and accepted by the Seller. Acceptance and delivery by the Buyer of the Seller’s products shall constitute acceptance of the terms and conditions stated herein.
Delivery:Unless otherwise stated, delivery of products, costs and risks shall be the Buyers responsibility (“Ex-Work: Seller’s Facility”). Risk of loss shall pass to the Buyer upon the Seller’s delivery to a carrier. Any delivery dates indicated are approximate and the Seller shall have no liability for delays in delivery.
Price:The price for the goods and services covered by this quotation exclude any applicable provincial sales taxes.
Payment:The Buyer shall make payment to the Seller for all goods and services invoiced within 30 days of the invoice date, unless otherwise agreed to in writing. Overdue payments shall bear an interest rate of 1.5 % per month. All payments are to be made in Canadian funds unless otherwise specified.
Warranty:The Seller warrants the goods sold hereunder to be free of material defects and any defects in workmanship for a period of 12 months from date of shipment. The Seller warrants services to be free from defects in workmanship for a period of 30 days from the completion of work. The Seller’s obligation under this warranty shall be limited to the repair, replacement or issuance of a credit for the defective goods or services, at the Seller’s option.
PURspray Extended Warranty Guarantee: For any Graco proportioner purchased after April 1, 2021, service labor of your purchased equipment is free of charge for 2 years from the date of purchase. Following the 2 year period you will receive a reduced inside labor rate of $75/hr for the life of your equipment. ****Warranty limited to two gun crossovers per the 2 years. All other service is applicable. We reserve the right to refuse free service labor on any extensive damaged to the equipment due to misuse or previous repairs by others. Speak to an expert for more details.
Limitation of Liability:The Seller’s maximum liability to the Buyer for any and all causes whatsoever shall be limited to the purchase price paid for the goods and services provided hereunder.
Return of Goods:No goods may be returned by the Buyer without the prior written authorization of the Seller. Returned goods are subject to handling and re-stocking charges.
Patent Indemnification:The Buyer shall defend, indemnify and hold the Seller harmless from and against all suits at law, or in equity, and all claims, demands, liability, losses, damages, judgments, costs and expenses arising out of any actual or claimed trademark, patent or copyright infringement of Canada, the United States or any other foreign jurisdiction on trademarks, patents, copyrights or any such similar law with respect to any of the goods and services covered by this sales contract.
Force Majeure:The Seller does not assume the risk and shall not be held liable for delay or failure to perform any of the Seller’s obligations by reason of circumstances beyond the control of the Seller. Such events of force majeure shall include without limitation accidents, acts of God, strikes or labour disputes, acts, laws, rules or regulations of any government, or government agency, fires, floods, delays or failures in delivery by carriers or suppliers, shortages of materials or any other cause beyond the Seller’s control.
Cancellation:The Buyer shall not be entitled to cancel the goods and services covered by this quotation in whole or in part without the consent of the Seller. Buyer acknowledges that if the Seller consents to the cancellation hereof Buyer shall be responsible for payment of all goods and services at the contract price delivered or completed prior to cancellation, of all costs incurred in the production or purchase of uncompleted or non-delivered goods or services, plus a reasonable profit, and all costs and liabilities incurred with respect to the cancellation of orders for goods and services with other suppliers which were required by the Seller for goods and services covered by this sales contract.
Access:As it relates to services provided hereunder, the Buyer shall provide the Seller’s employees and/or subcontractor’s full access to all facilities and equipment as is necessary for the Seller to properly and efficiently perform its work. In cases where the Buyer is unable to provide such access and has failed to give reasonable notice, then the Seller will be entitled to charge, and the Buyer agrees to pay, all reasonable costs incurred by the Seller as a result of such delays.
Entire Agreement:The terms and conditions set forth herein shall constitute the entire Agreement between the parties. Any alterations, additions and/or corrections must be set out in writing and signed for by both parties.
Governing Law:This agreement shall be governed in accordance with the provincial laws from the Seller’s point of shipment.