1. Accepted. Lexingtong bearing (the seller) hereby accepts the buyer's order for the products mentioned on the front of this agreement, but such acceptance is expressly subject to the buyer's acceptance of the terms specified herein. The seller is not bound by any terms in the buyer's purchase order that provide conditions attached to or different from these terms.
The terms of this Agreement shall survive (I) the delivery of the products ordered under this Agreement and (II) the signing by buyer and seller of an additional warranty agreement relating to such products. In case of any conflict between the above terms and the guarantee agreement, the latter shall prevail.
2. Shipment. Unless otherwise specifically agreed, all prices are applicable to products packaged for domestic transportation and products delivered FOB factory or point of shipment. The delivery date is approximate and based on timely receipt of all necessary information. From the point of shipment, all risks of loss shall be borne by the buyer. The buyer shall pay all transportation and delivery expenses to the final destination.
3. Price. The prices stated here or in the buyer's order are based on current costs. The seller may raise such prices for all or any part of the products of the order at any time before delivery to compensate for the increased costs applicable to the seller. Such prices do not include reasonable and normal local preparation and delivery costs, which will be paid by the Buyer upon receipt of the seller's invoice.
4. Payment. Shipments may be made in batches and payment will be made in accordance with the terms of this agreement. Financial expenses are subject to the effective rate at the time of delivery of the products described herein. The terms of sale here are subject to credit approval, and the seller may modify the originally specified payment terms at any time before delivery to ensure timely payment for the ordered products.
5. Taxes. The tax amount (if any) stated on the front of this document is only approximate. The buyer shall bear the full amount of all taxes applicable to or arising from this transaction, excluding franchise tax and tax calculated according to the seller's net income. The buyer shall pay all such taxes requested by the seller as originally added to the price. If the seller pays such taxes, the buyer shall repay such taxes to the seller.
6. Security interests and acquiescence. The Seller shall retain a security interest in the products delivered under this Agreement until the buyer pays the total selling price including taxes, delivery and other expenses in full. The buyer agrees to sign and deliver to the Seller any additional security agreement required by the seller.
If the buyer fails or refuses to accept the delivery of the products ordered under this agreement, or fails to perform any of the terms, covenants and conditions of this agreement, the seller may retain the cash deposited or paid to it and the products accepted by it. Account for the sales price (if any) and use it to pay its damages. If the ordered products have been delivered by the seller to the buyer in case of default. The seller can declare the full amount due and payable without notice or request, and can recover the products. The recovery and disposal of products, as well as litigation against any defects, shall comply with applicable laws. The remedies provided herein in favour of the Seller shall not be deemed exclusive but cumulative and shall be in addition to all other remedies available to the seller at law or in equity.
7. Guarantee. The Seller guarantees that each new product is free from material and process defects under the normal use and maintenance specified in this agreement. The seller's sole obligation under this guarantee is limited to repair, replace or allow credit to be provided to any part that proves defects in materials or workmanship under normal and correct use and maintenance within ninety (90) days after delivery to the buyer; However, provided that the Buyer immediately gives the seller written notice of any such defect and satisfactory evidence, then returns the part to the seller, prepays the transportation cost, and the seller's inspection proves that the part is defective.
This warranty does not apply to the damage of any product or its accessories or its accessories caused by overload or other misuse, negligence or accident, nor to any repaired or changed product or accessories or its accessories, which, in the judgment of the seller, affects its manufacturing performance, stability or general purpose.
This warranty supersedes all other warranties, express or implied (except the title), and there are no implied warranties of merchantability or fitness for a particular purpose. Under no circumstances shall the Seller be liable for indirect or special damages.
8. Delay. For any reason beyond the reasonable control of the seller (including but not limited to compliance with any regulation, order or instruction of any federal, state or municipal government or any department or agency thereof, force majeure, acts or omissions of the buyer, acts of civil or military authorities, fire, strike, factory closure or transformation, embargo, war, riot, transportation delay or failure to obtain necessary labor, manufacturing facilities or materials from the seller's usual sources due to the above reasons Reasonable control of materials; Any delay caused by any such reason shall constitute a cause for extension of the delivery date and receipt of the goods shall constitute a waiver of all claims for damages.
9. Cancellation. The buyer can only cancel its order, reduce the quantity, modify the specification or extend the schedule when both parties agree on reasonable and appropriate cancellation expenses. The expenses shall take into account the expenses incurred and the commitments made by the seller, and the buyer shall compensate the seller for any losses caused thereby.
10. Entire agreement and applicable law. The rights and obligations of the seller and the buyer shall be governed by the laws of the state of Ohio. The buyer and the seller intend to take the provisions herein as the final expression of their agreement and as a complete and exclusive statement of all terms applicable to the buyer's order. Unless made in writing by the sales general manager of the seller's branch, any waiver, modification or supplement to any provision of this Agreement shall not be binding on the seller. In case of any conflict between the buyer's purchase order and its terms, the latter shall prevail. All changes or modifications to these terms appearing on the front of this document shall take precedence over the printed terms of this document.