Magnum Venus Plastech TALON Gun Internal Mix - Manual (Page 5)

Talon Internal Mix Gun Manual
Rev. 10/2013 Page | 5
15. WARRANTIES:
(a) SELLER’S WARRANTIES: Seller warrants that all Goods sold shall mechanically operate as specified and shall be free from faults in respect to
materials and workmanship for a period of: (i) for parts, twelve (12) months from the date of invoice, and (ii) for systems, twelve (12) months from start-
up, or, if earlier, eighteen (18) months from the date of the bill of lading. Seller also warrants that the Goods shall, upon payment in full by Buyer for the
Goods, be free and clear of any security interests or liens. Buyer’s exclusive remedy for breach of such warranties shall be limited to repair or
replacement costs or termination of any security interests or liens, and Seller shall have no responsibility for reimbursing repair costs incurred by Buyer
in connection with Goods without first giving written authorization for such charges. In any claims by the Buyer against the Seller in respect of the
Goods, the liability of the Seller shall be limited to the value of the Goods. This warranty applies only to Goods properly used and maintained and does
not apply to any Goods which are misused or neglected, or which has been installed, operated, repaired, altered or modified other than in accordance
with instructions or written authorization by Seller. This warranty does not apply to any Goods not manufactured by Seller, and Buyer's sole warranty
with respect to such
Goods shall be that of the Seller’s Vendor, if any.
(b) VENDOR’S WARRANTIES: Seller shall assign to Buyer any Vendor warranties and/or remedies provided to Seller by its Vendor.
(c) INTELLECTUAL PROPERTY INFRINGEMENT: SELLER DISCLAIMS ANY AND ALL WARRANTIES AND/OR INDEMNIFICATIONS AGAINST
INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS OF ANY NATURE. SELLER SHALL, IF GIVEN PROMPT NOTICE BY BUYER OF
ANY CLAIM OF INTELLECTUAL PROPERTY INFRINGEMENT WITH RESPECT TO ANY GOODS SOLD HEREUNDER, REQUEST THE
APPLICABLE VENDOR TO GRANT FOR THE BUYER SUCH WARRANTY OR INDEMNITY RIGHTS AS SUCH VENDOR MAY CUSTOMARILY
GIVE WITH RESPECT TO SUCH GOODS.
(d) LIMITATIONS: THERE ARE NO OTHER WARRANTIES WRITTEN OR ORAL, EXPRESS, IMPLIED OR BY STATUTE. SELLER SPECIFICALLY
DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO REPAIR OF GOODS OR
OTHER COSTS ARE ASSUMED BY SELLER UNLESS AGREED TO, IN ADVANCE, IN WRITING.
16. LIMITATIONS OF LIABILITY: UNLESS APPLICABLE LAW OTHERWISE REQUIRES, S
ELLER’S AND ANY VENDOR’S TOTAL LIABILITY TO
BUYER, BUYER’S CUSTOMERS OR TO ANY OTHER PERSON, RELATING TO ANY PURCHASES GOVERNED BY THESE TERMS &
CONDITIONS, FROM THE USE OF THE GOODS FURNISHED OR FROM ANY ADVICE, INFORMATION OR ASSISTANCE PROVIDED BY
SELLER (BY ANY METHOD, INCLUDING A WEB SITE), IS LIMITED TO THE PRICE OF THE GOODS GIVING RISE TO THE CLAIM. NEITHER
SELLER NOR ITS VENDORS SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, DIRECT, CONSEQUENTIAL OR PENAL DAMAGES,
INCLUDING, BUT NOT LIMITED TO BACKCHARGES, LABOR COSTS, COSTS OF REMOVAL, REPLACEMENT, TESTING OR INSTALLATION,
LOSS OF EFFICIENCY, LOSS OF PROFITS OR REVENUES, LOSS OF USE OF THE GOODS OR ANY ASSOCIATED GOODS, DAMAGE TO
ASSOCIATED GOODS, LATENESS OR DELAYS IN DELIVERY, UNAVAILABILITY OF GOODS, COST OF CAPITAL, COST OF SUBSTITUTE
GOODS, FACILITIES OR SERVICES, DOWNTIME, OR CLAIMS FROM BUYER’S CUSTOMERS OR OTHER PARTIES. IF SELLER FURNISHES
BUYER WITH ADVICE OR OTHER ASSISTANCE WHICH CONCERNS ANY GOODS SUPPLIED HEREUNDER, OR ANY SYSTEM OR
EQUIPMENT IN WHICH ANY SUCH GOODS MAY BE INSTALLED, AND WHICH IS NOT REQUIRED PURSUANT TO THESE TERMS &
CONDITIONS, THE FURNISHING OF SUCH ADVICE OR ASSISTANCE WILL NOT SUBJECT SELLER TO ANY LIABILITY, WHETHER BASED ON
CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHER GROUNDS.
17. BUYER’S USE OF GOODS: Many factors beyond Seller’s control contribute to the success of the Buyer’s finished products, such as raw materials
used to manufacture the products. Seller is not liability for the quality or quantity of finished products produced by Buyer with the use of the Goods.
18. EXPORTS:
If Goods are sold for export, Seller’s standard terms & condition for export sales, if any, shall also apply. Acceptance of export orders is
not valid unless confirmed in writing by Seller. Buyer, and not Seller, is responsible for compliance with all United States export control rules and
regulations. Buyer shall not name Seller as shipper or exporter of record in connection with the export of any Goods purchased from Seller.
19. INSTALLATION: Installation of the Goods is the responsibility of Buyer, unless otherwise indicated in the quotation or invoice provided to Buyer.
Notwithstanding the foregoing, however, Seller will provide installation supervision personnel within thi
rty (30) days of Buyer’s request. If an installation
for which the Seller is to participate is delayed by the Buyer more than six (6) months after the date of shipment of the Goo ds, or if Buyer’s facility,
materials, or parts are not prepared for installation for such period of time, Seller shall be entitled to invoice the Buyer for the anticipated installation
costs, up to $1,250 per day plus expenses, for each of Seller’s installations technicians which are on site.
20. ANTI-MONEY LAUNDERING RESTRICTIONS: Seller rejects questionable purchase orders and payments: Except for pre-approved credit
arrangements, Seller rejects third-
party payments, cashiers' checks, money orders and bank drafts. Seller accepts only checks imprinted with Buyer’s
name; wire trans fers originated in Buyer's account; letters of credit with Buyer as account party; and credit or debit cards in Buyer’s name. All payments
must be by single instrument in the amount of the invoice, less credits, from banks acceptable to Seller.
21. GOVERNING LAW: These Terms & Conditions and all disputes related to it shall be governed by the laws of the State of Florida, United States of
America, without giving effect to its conflict of law rules.
22. JURISDICTION AND VENUE: The parties hereby irrevocably submit to the jurisdiction of the state courts of the State of Florida and to the
jurisdiction of the United States District Court for the Middle District of Florida, for the purpose of any suit, action, or other proceeding related to, arising
out of or based upon these Terms & Conditions or in any way related to, arising out of or involving sale of Goods hereunder; waive and agree not to
assert by way of motion, as a defense, or otherwise, in any such suit, action, or proceeding, any claim that it is not subject personally to the jurisdiction
of the above-named courts, that its property is exempt or immune from attachment or execution, that the suit, action, or proceeding is brought in any
inconvenient forum, that the venue of the suit, action, or proceeding is improper, or that these Terms & Conditions or the subject matter hereof may not
be enforced in or by such court; and waive and agree not to seek any review by any court of any other jurisdiction which may be called upon to grant
an enforcement of the judgment of any such Florida state or federal court. The parties hereby consent to service of process by registered mail at the
address to which notice is to be given. The exclusive venue for any proceeding under these Terms & Conditions shall be solely in any state court in
Pinellas County, Florida, or the Federal District Court for the Middle District of Florida, Tampa Division, sitting in Tampa, Florida. Buyer acknowledges
that the prices for Goods offered hereunder are in part dependent on Buyer’s consent to jurisdiction in Florida and exclusive venue in Pinellas County,
Florida or the Federal District Court for the Middle District of Florida, Tampa Division, sitting in Tampa, Florida, and with
out Buyer’s consent to this
jurisdiction and venue provision the prices for the Goods may be higher.
23. GENERAL: Any representation, affirmation of fact and course of dealing, promise or condition in connection therewith or usage of trade not
contained herein, shall not be binding on either party. If any provision hereof shall be unenforceable, invalid or void for any reason, such provision shall
be automatically voided and shall not be part of these Terms & Conditions and the enforceability or validity of the remaining provisions of these Terms
& Conditions shall not be affected thereby.
TO THE EXTENT NOT CONTRARY TO APPLICABLE LAW, THE FOLLOWING SHALL APPLY:
24. Buyer waives any available homestead exemption as well as any and all requirements or rights with regard to notice, demand, presentment.
IMPORTANT NOTICE: THIS INSTRUMENT PERMITS SELLER TO OBTAIN AND USE YOUR INDIVIDUAL CREDIT HISTORY FOR CREDIT EVALUATION
PURPOSES.