Terms and Conditions
Terms and Conditions of Sale These terms and conditions of sale ('Terms and Conditions') apply to all sales of products and services ('Products') by WreckMaster Inc. ('WreckMaster') to you ('Customer').
Customer will be deemed to have accepted the Terms and Conditions by sending a purchase order to WreckMaster. WreckMaster's acceptance of Customer's purchase order is conditioned upon Customer's acceptance of the Terms and Conditions, without addition or modification. In the event that Customer's purchase order is deemed to be an offer, WreckMaster's acknowledgement or performance of the purchase order is conditioned upon Customer's acceptance of the Terms and Conditions, without addition or modification and the Customer's acceptance of delivery without objection to the Terms and Conditions constitutes acceptance of the Terms and Conditions.
Order and Shipment.
Customer will order Products by online in only a form acceptable to WreckMaster. WreckMaster may accept or reject the purchase order for any reason. WreckMaster will not be bound by any terms or conditions set forth in Customer's purchase orders unless previously agreed to in writing.
Unless otherwise agreed in writing, delivery will be made in accordance with WreckMaster's shipping policy on the date of shipment. All shipments of Products by WreckMaster to Customer will be FOB point of shipment. Insurance coverage, transportation costs and all other expenses applicable to shipment from WreckMaster to Customer's identified delivery place will be the responsibility of Customer. Title to the Product and risk of loss will pass to the Customer upon delivery by WreckMaster to the carrier or Customer's representative at WreckMaster's point of shipment.
Customer must notify WreckMaster, by calling WreckMaster's Customer Service Department within forty-eight (48) hours after delivery, of any claimed shortages or rejections and WreckMaster must receive a completed 'Short Shipment Form' from Customer via mail or facsimile within fifteen (15) days of the claim. Failure to give such notice of a claim will be deemed an acceptance in full of any such delivery. Approval of any short shipment claim is in WreckMaster's sole power and discretion. In the event that WreckMaster grants the short shipment claim, WreckMaster will replace the lost or damaged Product or issue a credit memo, in its sole discretion. In the event that WreckMaster does not approve the claim, Customer will pay the total invoice.
Price and Payment.
Prices for Products will be as set forth in WreckMaster's then applicable price list or agreed pricing arrangement, which does not include applicable taxes, as defined herein, and shipping costs.
Payment is due at the time of order or prior to the training class. Customer will pay a late fee of one and one half percent (1.5%) per month (eighteen percent (18%) per annum) on any outstanding balance owed, or the maximum amount permitted under applicable law. WreckMaster reserves the right to withhold shipment of any part of an order or to require pre-payment for any given shipment if Customer does not make timely payment.
Customer will pay all applicable taxes, duties, licenses, excises and tariffs ('Taxes') levied upon the sale, purchase or delivery of the Products.
Customer grants WreckMaster and WreckMaster retains a purchase money security interest in the Products. Customer agrees to cooperate with WreckMaster as may be required to record or perfect WreckMaster's security interest.
Returns and Warranty Assistance Service.
(a) the Product is returned to WreckMaster within thirty (30) days of the invoice date; (b) the list price of the Product has not decreased since its shipment; (c) the Product is new and unused; (d) the Product is in its original package, which has not been damaged or altered; and (e) WreckMaster determines, in its sole judgment, that Customer is not in default of the Terms and Conditions or any other Agreement between the parties. Products purchased from WreckMaster that are determined to be defective within thirty (30) days of the invoice date, may be returned to WreckMaster for assistance in processing a manufacturer's warranty, provided that the Product is covered by a manufacturer's warranty and the Customer is determined, in WreckMaster's sole judgment, to be not in default of the Terms and Conditions or any other Agreement between the parties. Upon satisfaction of the foregoing, WreckMaster will issue a return goods authorization ('RGA') All returned Products must be shipped by Customer FOB destination and received by WreckMaster within fifteen (15) days of the issuance of the RGA. NOTWITHSTANDING THE FOREGOING, WreckMaster MAKES NO WARRANTY OR REPRESENTATIONS REGARDING THE PRODUCTS. All other returns of Products are subject to WreckMaster's prior approval and applicable fees.
DISCLAIMER AND LIMITATION OF LIABILITY.
WreckMaster MAKES NO WARRANTIES OF ANY KIND WITH REGARD TO THE PRODUCTS. WreckMaster DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE PRODUCTS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL WreckMaster BE LIABLE FOR ANY LOSS, DAMAGE OR COST FOR BREACH OF WARRANTY. WreckMaster WILL NOT, IN ANY EVENT, BE LIABLE FOR ANY LOST REVENUE, PROFIT, USE OF DATA, INTERRUPTION OF BUSINESS OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF THE USE OF OR INABILITY TO USE THE PRODUCT, OR IN ANY WAY CONNECTED TO THIS AGREEMENT, EVEN IF WreckMaster HAS BEEN ADVISED OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY WHETHER ANY CLAIM IS BASED UPON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY OR CONTRIBUTION, OR OTHERWISE. IN NO EVENT WILL WreckMaster'S LIABILITY TO CUSTOMER EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT THAT IS THE BASIS FOR THE CLAIM.
Credit Memos and Refunds.
Credit memos may be available to Customer pursuant to WreckMaster's then applicable policies and programs which may include, without limitation, Product returns, co-op advertising, rebates and allowances ('Credit Memos'). Customer may apply Credit Memos to their WreckMaster account balance. Refunds will be issued, upon request of Customer, only in the event of an overpayment. No other Customer will be entitled to receive a refund.
Customer will obtain all licenses, permits and approvals required by any government and will comply with all applicable laws, rules, policies and procedures of the federal and provincial governmental authorities. Customer will indemnify and hold harmless WreckMaster for any violation or alleged violation by Customer of such laws, rules, policies or procedures.
These Terms and Conditions will be construed in accordance with the laws of the province of Ontario, other than conflicts of law. The failure of either party to insist upon strict performance of any of the provisions of the Terms and Conditions will not be deemed a waiver of any breach or default. Each of the parties represents that it has the authority to enter into and sign these Terms and Conditions. Any notice given to either party will be in writing and effective by transmission via facsimile and regular mail to the addresses indicated in the Credit Application or as advised in writing by the party. WreckMaster will be entitled to receive all costs, including attorneys fees and costs, incurred as a result of enforcement of any provision hereof or collection of any sum due from Customer. If any provision of these Terms and Conditions are unenforceable as a matter of law, all other provisions will remain in effect. Customer may not assign these Terms and Conditions without prior written approval from WreckMaster. WreckMaster will not be liable for any delay or failure in performance whatsoever due to acts of God, earthquakes, shortage of supplies, transportation difficulties, labor disputes, riots, war, fire, epidemics and similar occurrences. These Terms and Conditions constitute the entire agreement between the parties as to the Sale of Products and supersede all prior or current written or oral statements, representations, negotiations, agreements and understandings regarding the sale of Product.