*Please read through the Terms and Conditions.
General. All orders for products (and drawings furnished
in connection therewith) to be repaired, manufactured, or supplied by York
Electric Motors, Inc. ("York"), shall be subject to these terms and conditions
No modifications or additions hereto will be binding unless agreed to in writing by York.
Payment. Unless other terms are indicated by York on the
other side of this document, terms of payment shall be net cash within 30 days
of shipment. In the event
bankruptcy proceedings are filed by or against the Buyer, or if a receiver is
appointed for Buyer, or should the financial responsibility of Buyer for any
reason become unsatisfactory to York, York may at its option terminate this
order or any part of this order without incurring liability to the Buyer, with
Buyer to remain liable for all unpaid accounts (including without limitation
any charges allocable to work performed by York to the date of termination),
and/or York may require immediate payment (including payment in advance of
York's performance) and/or security satisfactory to York. In
the event Buyer fails to make payment in accordance with the terms of this
Agreement, the Buyer shall be liable for a service charge of 1-1/2%
per month on the unpaid balance.
Buyer agrees to pay all collection costs and expenses, including reasonable attorney fees, incurred by York in
collecting or attempting to collect any amounts owed by Buyer to York.
Freight charges on all shipments are to be paid by Buyer.
Cancellation. After acceptance by York, orders shall not
be subject to cancellation by Buyer except with York's consent and upon terms
that will indemnify York against loss.
5. Governing Law,
Jurisdiction and Venue. All sales and agreements shall be
governed by and construed for all purposes according to the laws of the State
of Michigan. Buyer and York agree
that any collections or disputes arising out of the Buyer's purchase of good or
services will be resolved in a court of competent jurisdiction in Bay County,
York is required to charge applicable state and local sales tax on every item for which sales tax exemption
certification has not been provided.
7. Risk of
Delivery of products to a common carrier or licensed trucker shall constitute delivery to Buyer, and all risk of
loss in transit shall be borne by Buyer.
Unless and until the products or services are fully paid for, York reserves a security interest in them to secure
the unpaid balance of the price and all other obligations of the Buyer to York
however arising. The Buyer hereby
grants York a power of attorney to execute and file on behalf of Buyer all
necessary financing statements and other similar documents required to protect
the security interest granted herein.
9. Warranty. YORK
MAKES NO WARRANTY, EXCEPT THAT OF TITLE, OR REPRESENTATION OF ANY KIND
WHATSOEVER, EXPRESSED OR IMLIED, EXCEPT AS CONTAINED HEREIN. ALL
IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, ARE HEREBY DISLAIMED. YORK
EXCLUDES ALL WARRANTIES FOR MERCHANTABILITY, AND BUYER AGREES TO TAKE GOODS ON
AN "AS IS" BASIS. YORK LIMITS BUYER'S REMEDIES TO THE
REPLACEMENT OF NON-CONFORMING GOODS OR PARTS. York warrants that
parts supplied or distributed by it will be as specified and extends no
warranty, whatsoever, beyond the warranties, if any, which may be extended by
the original manufacturer of the parts, which warranties are the sole
responsibility of the original manufacturer and not York. The
total liability of York with respect to this or any prior or subsequent order
shall not exceed the purchase price of the part upon which liability is placed.
York or its supplier shall
in no event be liable to the Buyer or any beneficiary of this
order for any consequential, incidental, indirect, special or
punitive damages. York shall not be liable for any default
or delay in performance caused, directly or indirectly, by any cause beyond
York's reasonable control.