EBARA ENZX - Manual (Page 25)

Ebara Submersible Slurry Pump ENZX
Operating, Installation and Maintenance
Warranty – continued
Ebara Fluid Handling
www.pumpsebara.com 25
(803) 327-5005 • (803) 327-5097 (fax) rev. 03/14
IV. SHIPPING DATES/FORCE MAJEURE
The time for shipment given herein is approximate and is estimated from the date of receipt of order with complete manufacturing information and
approval of drawings as may be necessary. EIC shall not be liable for any loss or damage for delay or non-delivery due to the acts of civil or military au-
thority, acts of the Purchaser or by reason of “force majeure”, which shall be deemed to mean all causes whatsoever not reasonably within the control of
EIC, including, but not limited to, acts of God, war, riot or insurrection, blockades, embargoes, sabotage, epidemics, fires, strikes, lockouts or other
industrial disturbances, delays of carriers and inability to secure materials, labor or manufacturing facilities.
V. PAYMENTS
The prices quoted herein are specified in U.S. Dollars and shall be payable to EIC free of all exchange, conversion and collection fees or charges. Pro rata
payments shall be made for partial shipments. If shipment is temporarily suspended or postponed at the Purchaser’s request, or prevented per paragraph
IV., above, then all dates of payment based on date of shipment shall relate instead to the date of completion of manufacture. Letters of credit or other
credit instruments established for the Equipment specified herein shall provide for such payment on completion of manufacture where shipment is
prevented or postponed under such circumstances. In the event delay in shipment is requested by Purchaser, all costs and risk of storage and reinspection
to make Equipment ready for shipment shall be borne by Purchaser. When in the opinion of EIC the financial condition of the Purchaser renders it prudent,
EIC may require cash payment or satisfactory security before shipment. Interest at the highest legal rate permitted, not to exceed one and one-half (1 1/2%)
percent per month, will apply to all invoices not paid when due.
VI. CHANGES AND DRAWINGS
EIC reserves the right to change or modify the design and construction of Equipment and to substitute materials of construction. Such changes, modifi-
cations or substitutions, however, shall not affect EIC’s commitment to Purchaser to provide Equipment in accordance with specifications as accepted by
EIC. If drawings are furnished, they are submitted to show general style and arrangement of the Equipment offered.
VII. CANCELLATION, SUSPENSION, TERMINATION FOR CONVENIENCE OF PURCHASER
The Purchaser may terminate this order for the convenience of the Purchaser at any time upon written notice and payment to EIC of cancellation charges
as shall be specified by EBARA, which charges may include reasonable anticipated profits and unabsorbed burden costs for EIC. EIC shall use its best
efforts to mitigate these latter costs to Purchaser, but shall be under no obligation to act to its overall detriment thereby.
If EIC’s performance of the work is delayed for a period of more than three (3) months either by reason of the request or acts of the Purchaser, acts of civil
or military authority or by “force majeure,” upon removal of the cause of any such delay EBARA’s performance shall be resumed, delivery will be resched-
uled, and the purchase price shall be adjusted to that in effect at the time of resumption of performance, as may then be notified by EIC to Purchaser. If
Purchaser is unwilling to accept the adjustment price and/or projected delivery date, he may cancel his order by giving written notice thereof to EIC within
ten (10) days after EIC’s notification. In such event, Purchaser shall be liable for payment of reasonable cancellation charges as specified by EIC, but
such charges shall be equitably determined, based on the reason for such termination and EIC’s reasonable ability to reutilize such terminated Equipment. In
no event shall EIC be liable hereunder for cover or other consequential damages.
VIII. RISK OF LOSS, SECURITY
The Purchaser shall bear all risk of loss of or damage to the Equipment after delivery to EIC’s transportation facility at shipping point. Purchaser agrees
that EIC shall retain a security interest in the Equipment only until the purchase price has been paid, and Purchaser agrees to perform all acts necessary
and/or require to perfect and assure EIC’s security interest.
IX. TAXES, DUTIES, FREIGHT
The Purchaser shall pay to EIC, in addition to the purchase price, the amount of all Customs duties, fees and charges, Sales, Use, Privilege, Occupation,
Excise or other taxes, Federal, state, local, or foreign, which EIC may be required to pay in connection with furnishing Equipment or services to the Pur-
chaser. Purchaser shall also be responsible for payment of all transportation charges, including such increases in cost as may be imposed from rate changes
between the time of quotation and shipment, and any additional costs required by changes in Purchaser’s shipping requirements.
X. DISPUTES
The parties shall use their best efforts to resolve any disputes amicably, in realization that costs associated with litigation of differences may be dispro-
portionate to the matter in dispute. Should amicable resolution prove unsuccessful, the parties hereby consent to the jurisdiction of the Nevada Courts
and the application of Nevada laws, rules and regulations in adjudication of any such dispute. By mutual agreement the parties may elect to submit any
dispute to binding arbitration in lieu of litigation, in which event such arbitration shall be conducted in Reno or Carson City, Nevada before the American
Arbitration Association in accordance with its Rules of Conciliation and Arbitration and applying the laws of the State of Nevada. Each party shall bear
its own costs of arbitration.
XI. MISCELLANEOUS
In the event any of the Conditions herein is determined to be legally unenforceable, such Condition shall be deemed severed from these Conditions, and
the balance shall be remain in full force and effect. In the event, however , that such severing materially alters the nature of the relationship between the
parties hereto, then at the option of EIC the contract of sale of which these Conditions are a part may be terminated for the convenience of EIC, and an
equitable adjustment shall be made for any funds previously paid by Purchaser for which Equipment has not yet been shipped.
These Conditions constitute the entire agreement relating to Conditions of Sale between the parties hereto, and all previous negotiations, discussions and
agreements are deemed merged into and superseded by these Conditions.