Industrial Machine Tool, Inc. – Terms & Conditions

All sales subject to the following terms & conditions

IMPORTANT – BE SURE TO READ CONDITIONS OF SALE No. 1 through 14


  1. QUOTATIONS AND ACCEPTANCES: For immediate acceptance, subject to prior sale or other disposition, and change without notice. Proposals and acceptance of orders made with the mutual understanding that orders are not subject to cancellation. Buyer agrees to purchase the goods in an “as is” and “where is” condition with all faults.
  2. CANCELLATION: No order may be cancelled without the written consent of Industrial Machine Tool, Inc. (“IMTI”).
  3. ACCEPTANCE: No contract between IMTI and Buyer shall be valid until Buyer’s order has been accepted by IMTI. Acceptance of Buyer’s order is expressly conditioned on Buyer’s agreement to these terms and conditions; any additional or contrary terms in any form of Buyer are hereby rejected unless expressly accepted by IMTI in writing; and these terms and conditions shall supersede and control any terms and/or conditions, whether oral or written, and are subject to modification only by written agreement signed by IMTI.
  4. PRICES: Prices quoted herein are on location unless otherwise noted. All freight charges are to be paid by Buyer. Prices are exclusive of state, county, local or federal taxes. All taxes, tariffs and/or duties shall be paid by Buyer in addition to the quoted purchase price. Any extension of credit shall be at the sole discretion of IMTI. Buyer agrees to pay a late payment fee equal to 1½% per month on the outstanding balance if the Buyer does not pay the amount due within thirty (30) days after date of invoice. In the event of a credit sale, the Buyer hereby grants a purchase money security interest in the goods purchased in favor of IMTI until such time as the purchase price and any late fees have been paid in full.
  5. TERMS: One-third of the purchase price in cash with order, and balance due prior to shipment, unless other payment terms are expressly accepted by IMTI in writing.
  6. TITLE/RISK OF LOSS: Title to all machinery and the risk of loss shall pass to the Buyer upon delivery by IMTI or by one of IMTI’s agents or suppliers of the machinery to a carrier for shipment to the Buyer or the actual transfer of possession of the machinery to the Buyer, whichever is earlier.
  7. FORCE MAJEURE: IMTI shall not be liable for any defaults, damages, or delays in filling any order caused by condition beyond IMTI’s control, including but not limited to acts of God, strike, lockout, boycott or other labor troubles, war, riot, flood, new governmental regulation, or delays of IMTI’s sellers, subcontractors or suppliers in furnishing machinery, materials or supplies due to one or more of the foregoing or like causes.
  8. INSPECTION Buyer will inspect all machinery purchased within five (5) days of delivery to the Buyer. IMTI will not be responsible for remedying any defects, and Buyer will have no right to reject the merchandise, if Buyer does not notify IMTI within such five-day period. Failure to give such notice on a timely basis shall constitute irrevocable acceptance of the merchandise. Buyer, in purchasing the machinery and equipment, agrees upon receipt of the machinery subject to this Proposal that it will be Buyer’s duty to inspect all machinery not merely for purposes of acceptance but also on a continuing basis; to provide proper safety devices and equipment or means necessary to safeguard any operator from harm for any particular use, operation or set-up of the machine. Buyer also agrees to adequately safeguard each machine and/or all equipment so as to meet all government safety standards which may be imposed from time to time.
  9. WARRANTY: IMTI MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE MACHINERY OR THE USE OF THE MACHINERY OR THE PERFORMANCE OF THE MACHINERY AND MAKES NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. IMTI NEITHER ASSUMES, NOR AUTHORIZES ANY PERSON TO ASSUME FOR IT, ANY WARRANTY, EXPRESS OR IMPLIED. HOWEVER, WARRANTIES RECEIVED BY IMTI BY THIRD-PARTY SELLERS OR THE MANUFACTURERS OF THE MACHINERY SHALL, TO THE EXTENT ASSIGNABLE, BE ASSIGNED TO THE BUYER. IMTI MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, DESCRIPTION OR COMPLETENESS OF THE MACHINERY DESCRIBED ON THE REVERSE SIDE. THE BUYER IS SOLELY RESPONSIBLE FOR VERIFYING THAT THE MACHINERY LISTED (INCLUDING BRANDS THEREOF) ARE SUFFICIENT FOR PURPOSES OF THE BUYER. IMTI SHALL NOT BE LIABLE FOR ANY ERRORS OR OMISSIONS.
  10. INDEMNIFICATION: Buyer agrees to indemnify IMTI for, and hold IMTI harmless from, all liability and expenses based upon bodily injury, property damage or economic loss, arising directly or indirectly in respect to the machinery or the use, failure or transportation thereof, as (1) are caused by the negligent acts or omissions of the Buyer or Buyer’s agents; (2) the failure of the Buyer, Buyer’s officers, agents or employees to follow manufacturer’s instructions, warnings, recommendations; (3) the failure of Buyer, Buyer’s officers, agents or employees to comply with federal, state or local laws or regulations applicable to the use of such machinery or equipment, including but not limited the 1970 Occupational Safety and Health Act as amended; (4) all liability and expenses based upon or resulting from any legal theory of strict liability or liability without fault applied to IMTI or to Buyer or to the original manufacturer of the subject machinery or equipment or to any party who sold such machinery or equipment to IMTI; or (5) liability and expenses based upon or resulting from any theory of breach of warranty of any kind.
  11. GOVERNING LAW: This sales transaction shall be governed by and construed in accordance with the local laws of the State of Washington. If any provision of these terms and conditions shall be held invalid, illegal, unenforceable or inoperative, the balance of the terms and conditions shall remain in full force and effect as if such provisions had not been included.
  12. CLERICAL ERRORS: This Proposal is subject to revision by IMTI in order to rectify clerical errors.
  13. TIME FOR BRINGING ACTION: Any action for breach of this Proposal must be commenced within one year after the cause of this action has accrued.
  14. ARBITRATION OF DISPUTES: Any controversy, claim or dispute between the parties, directly or indirectly, concerning this Proposal or the breach thereof or the subject matter hereof, or the formation hereof, shall be finally settled by arbitration as provided in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction hereof, however this Arbitration shall take place in Anacortes, WA.This Proposal is intended by the parties to be a final, exclusive and complete expression of their agreement and its terms. No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any term used herein. All prior conversations, agreements, and/or representations are superseded.

 

 

Industrial Machine Tools, Inc. – Terms & Conditions

All sales subject to the following terms & conditions

IMPORTANT – BE SURE TO READ CONDITIONS OF SALE No. 1 through 14


  1. QUOTATIONS AND ACCEPTANCES: For immediate acceptance, subject to prior sale or other disposition, and change without notice. Proposals and acceptance of orders made with the mutual understanding that orders are not subject to cancellation. Buyer agrees to purchase the goods in an “as is” and “where is” condition with all faults.
  2. CANCELLATION: No order may be cancelled without the written consent of Industrial Machine Tools, Inc. (“IMTI”).
  3. ACCEPTANCE: No contract between IMTI and Buyer shall be valid until Buyer’s order has been accepted by IMTI. Acceptance of Buyer’s order is expressly conditioned on Buyer’s agreement to these terms and conditions; any additional or contrary terms in any form of Buyer are hereby rejected unless expressly accepted by IMTI in writing; and these terms and conditions shall supersede and control any terms and/or conditions, whether oral or written, and are subject to modification only by written agreement signed by IMTI.
  4. PRICES: Prices quoted herein are on location unless otherwise noted. All freight charges are to be paid by Buyer. Prices are exclusive of state, county, local or federal taxes. All taxes, tariffs and/or duties shall be paid by Buyer in addition to the quoted purchase price. Any extension of credit shall be at the sole discretion of IMTI. Buyer agrees to pay a late payment fee equal to 1½% per month on the outstanding balance if the Buyer does not pay the amount due within thirty (30) days after date of invoice. In the event of a credit sale, the Buyer hereby grants a purchase money security interest in the goods purchased in favor of IMTI until such time as the purchase price and any late fees have been paid in full.
  5. TERMS: One-third of the purchase price in cash with order, and balance due prior to shipment, unless other payment terms are expressly accepted by IMTI in writing.
  6. TITLE/RISK OF LOSS: Title to all machinery and the risk of loss shall pass to the Buyer upon delivery by IMTI or by one of IMTI’s agents or suppliers of the machinery to a carrier for shipment to the Buyer or the actual transfer of possession of the machinery to the Buyer, whichever is earlier.
  7. FORCE MAJEURE: IMTI shall not be liable for any defaults, damages, or delays in filling any order caused by condition beyond IMTI’s control, including but not limited to acts of God, strike, lockout, boycott or other labor troubles, war, riot, flood, new governmental regulation, or delays of IMTI’s sellers, subcontractors or suppliers in furnishing machinery, materials or supplies due to one or more of the foregoing or like causes.
  8. INSPECTION Buyer will inspect all machinery purchased within five (5) days of delivery to the Buyer. IMTI will not be responsible for remedying any defects, and Buyer will have no right to reject the merchandise, if Buyer does not notify IMTI within such five-day period. Failure to give such notice on a timely basis shall constitute irrevocable acceptance of the merchandise. Buyer, in purchasing the machinery and equipment, agrees upon receipt of the machinery subject to this Proposal that it will be Buyer’s duty to inspect all machinery not merely for purposes of acceptance but also on a continuing basis; to provide proper safety devices and equipment or means necessary to safeguard any operator from harm for any particular use, operation or set-up of the machine. Buyer also agrees to adequately safeguard each machine and/or all equipment so as to meet all government safety standards which may be imposed from time to time.
  9. WARRANTY: IMTI MAKES NO WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE MACHINERY OR THE USE OF THE MACHINERY OR THE PERFORMANCE OF THE MACHINERY AND MAKES NO WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. IMTI NEITHER ASSUMES, NOR AUTHORIZES ANY PERSON TO ASSUME FOR IT, ANY WARRANTY, EXPRESS OR IMPLIED. HOWEVER, WARRANTIES RECEIVED BY IMTI BY THIRD-PARTY SELLERS OR THE MANUFACTURERS OF THE MACHINERY SHALL, TO THE EXTENT ASSIGNABLE, BE ASSIGNED TO THE BUYER. IMTI MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, DESCRIPTION OR COMPLETENESS OF THE MACHINERY DESCRIBED ON THE REVERSE SIDE. THE BUYER IS SOLELY RESPONSIBLE FOR VERIFYING THAT THE MACHINERY LISTED (INCLUDING BRANDS THEREOF) ARE SUFFICIENT FOR PURPOSES OF THE BUYER. IMTI SHALL NOT BE LIABLE FOR ANY ERRORS OR OMISSIONS.
  10. INDEMNIFICATION: Buyer agrees to indemnify IMTI for, and hold IMTI harmless from, all liability and expenses based upon bodily injury, property damage or economic loss, arising directly or indirectly in respect to the machinery or the use, failure or transportation thereof, as (1) are caused by the negligent acts or omissions of the Buyer or Buyer’s agents; (2) the failure of the Buyer, Buyer’s officers, agents or employees to follow manufacturer’s instructions, warnings, recommendations; (3) the failure of Buyer, Buyer’s officers, agents or employees to comply with federal, state or local laws or regulations applicable to the use of such machinery or equipment, including but not limited the 1970 Occupational Safety and Health Act as amended; (4) all liability and expenses based upon or resulting from any legal theory of strict liability or liability without fault applied to IMTI or to Buyer or to the original manufacturer of the subject machinery or equipment or to any party who sold such machinery or equipment to IMTI; or (5) liability and expenses based upon or resulting from any theory of breach of warranty of any kind.
  11. GOVERNING LAW: This sales transaction shall be governed by and construed in accordance with the local laws of the State of Washington. If any provision of these terms and conditions shall be held invalid, illegal, unenforceable or inoperative, the balance of the terms and conditions shall remain in full force and effect as if such provisions had not been included.
  12. CLERICAL ERRORS: This Proposal is subject to revision by IMTI in order to rectify clerical errors.
  13. TIME FOR BRINGING ACTION: Any action for breach of this Proposal must be commenced within one year after the cause of this action has accrued.
  14. ARBITRATION OF DISPUTES: Any controversy, claim or dispute between the parties, directly or indirectly, concerning this Proposal or the breach thereof or the subject matter hereof, or the formation hereof, shall be finally settled by arbitration as provided in accordance with the Commercial Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction hereof, however this Arbitration shall take place in Anacortes, WA.This Proposal is intended by the parties to be a final, exclusive and complete expression of their agreement and its terms. No course of prior dealings between the parties and no usage of trade shall be relevant to supplement or explain any term used herein. All prior conversations, agreements, and/or representations are superseded.