Envirco BSC User Manual

Page 37

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delays or failures are caused by labor difficulties, Seller shall not be obligated to seek or obtain any settlement which, in Seller’

sole judgment, is not in Seller’ best interest.

16. COMPLIANCE: Each party shall comply with all applicable laws, regulations, and ordinances. Without limiting the foregoing, in

no event shall Buyer take any action(s) contrary to the United States export laws and regulations in effect as of the date of

shipment of the Goods, including without limitation, diversion of Goods. Seller is U.S. Customs-Trade Partnership Against

Terrorism (C-TPAT) certified. Seller’s status verification interface (SVI) number will be provided upon Buyer’s written request.

17. GOVERNING LAW AND VENUE: These Terms and Conditions of Sale shall be governed by the laws of the State of Colorado,

USA, without reference to any conflict of laws principles that would require the application of the laws of any other jurisdiction.

The United Nations Convention on Contracts for the International Sale of Goods shall not apply. Buyer irrevocably consents to

the personal jurisdiction of the state and federal courts located in the State of Colorado, USA, for any suit or action arising from

or related to the Goods, and waives any right Buyer may have to object to the venue of such courts. Buyer further agrees that

these courts will have exclusive jurisdiction over any such suit or action initiated by Buyer against Seller.

18. CHOICE OF LANGUAGE: It is by the express intention of the parties hereto that the present Agreement and all its related

documents be drafted in English. Il est de l’intentionexpresse des parties à la présente Convention (connaissement, bon de

commande,

bon de conditionnementou facture) et tout document s’yrattachantsoientécrit en langue anglaise.

19. MISCELLANEOUS: Buyer acknowledges that is has not been induced to purchase any Goods from Seller by any

representation or warranty not expressly set forth herein. This document constitutes the entire agreement of the parties and

supersedes all existing agreements and all other oral or written communications between them concerning its subject matter.

None of the terms and conditions contained herein may be added to, modified, superseded, or otherwise altered except by a

written document signed by an authorized representative of Seller. Any waiver or failure to enforce any provision herein on one

occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. The Section headings

contained herein are intended for convenience of reference only and shall not affect the interpretation of any provision. If any

provision of this Agreement is held to be prohibited or unenforceable, such provision will be changed and interpreted to

accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions

will continue in full force and effect. Buyer may not assign any quotation or order for Goods, in whole or in part, without Seller’s

prior written consent.

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