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19919
<br /> Equipment Company
<br /> 2501 Vehicle Quote
<br /> 2501 S Kentucky Ave
<br /> Evansville IN 47714
<br /> BROWN Ph:800-747-2312 #Q08840
<br /> EQUIPMENT COMPANY www.brownequipment.net 11/27/2023
<br /> BEC Enterprises LLC DBS Brown Equipment Company-CONDITIONS OF SALE
<br /> 1.ACCEPTANCE.This quotation is an offer to sell products(equipment and/or arts)and/or service to potential customer(s).BUYER'S RIGHT TO ACCEPT THIS
<br /> OFFER IS LIMITED TO BUYER'S ASSENT TO THE TERMS AND CONDITIONS PRINTED HEREON AND THE ATTACHED OR ACCOMPANYING QUOTE,AND NO TERMS
<br /> ADDITIONAL TO OR DIFFERENT FROM THOSE IN THIS OFFER ARE BINDING ON SELLER.THERE ARE NO UNDERSTANDINGS,TERMS,CONDITIONS OF WARRANTIES
<br /> NOT FULLY EXPRESSED HEREIN.
<br /> 2.LIMITED WARRANTIES.Seller warrants that it can convey good title to the goods sold under this contract and that they are free of liens and encumbrances.
<br /> Warranties are per manufacturer's written warranty or unless specified.There are no warranties,express or implied with respect to products sold hereunder
<br /> which are misused,abused,yyor used in cnuclearPPoppnjunction with mechanical equipof which Seller has notbment een im royerly designed,used or maintained or which are used,supplied for use or
<br /> me available for use in anSELLER MAKES NO OTHER WARRANTY WHATSOEVER,EXPRESS OR IMPLIED.ALL IMnotiPLIED writinWARR9ANT ESyer OF MERCHANTABILITY AN A at the time of order for theL IMPLIEDroductsold WARRANT ES OF
<br /> FITNESS FOR ANY PARTICULAR PURPOSE ARE DISCLAIMED BY SELLER AND EXCLUDED FROM THIS CONTRACT.
<br /> 3.LIMITATION OF BUYER'S REMEDIES AND SELLER'S LIABILITY.Seller's liability hereunder shall be limited to the obligation to repair or replace only those
<br /> products proven to have been defective in material or workmanship at the time of delivery,or allow credit,at its option.Seller's total cumulative liabilityin any
<br /> way arising from or pertaining to any product sold or required to be sold under this contract shall NOT in any case exceed the purchase price paid byy uyer for
<br /> such products.IN NO EVENT SHALL SELLER HAVE ANY LIABILITY FOR COMMERCIAL LOSS,LOST PROFITS,CLAIMS FOR LABOR,OR CONSEQUENTIAL OR
<br /> INCIDENTAL DAMAGES OF ANY TYPE,WHETHER BUYER'S CLAIM BE BASED IN CONTRACT,TORT,WARRANTY,STRICT LIABILITY,NEGLIGENCE,OR OTHERWISE.IT
<br /> IS EXPRESSLY AGREED THAT BUYER'S REMEDIES EXPRESSED IN THIS PARAGRAPH ARE BUYER'S SOLE AND EXCLUSIVE REMEDIES.
<br /> 4.LIMITATION OF BUYER'S REMEDIES AND SELLER'S LIABILITY FOR FAILURE OR DELAY IN DELIVERY.NO DELIVERY DATES ARE GUARANTEED.BUYER'S SOLE
<br /> AND EXCLUSIVE REMEDIES AND SELLER'S ONLY LIABILITY FOR ANY DELAY IN DELIVERY SHALL BE LIMITED AS SET FORTH IN PARAGRAPH 3 OF THIS CONTRACT.
<br /> 5.FORCE MAJEURE.In any event and in addition to all other limitations stated herein,Seller shall not be liable for any act,omission,result or consequence,
<br /> including but not limited to any delay in delivery or performance,which is(i)due to any act of God,the performance of any government order,any order bearing
<br /> priority rating or order placed under any allocation program(mandatory or voluntary)established pursuant to law,local labor shortage,fire,flood or other
<br /> casualty,governmental regulation or requirement,shortage or failure or raw material,supply,fuel,power or transportation,breakdown of equipment,or any
<br /> cause beyond Seller's reasonable control whether of similar or dissimilar nature to those above enumerated,or(ii)due to any strike,labor dispute,or difference
<br /> with workers,regardless of whether or not Seller's is capable of settling any such labor problem.
<br /> 6.BUYER'S OBLIGATION TO PASS ON LIMITATION OR WARRANTIES AND REMEDIES.In order to protect Seller against claims by Buyer's buyer,if Buyer resells
<br /> any of the goods purchased under this agreement,Buyer shall include the language contained in paragraphs 2 and 3 of this agreement,dealing with Seller's
<br /> limitations of warranties and remedies,in an enforceable agreement with Buyer's buyer,or otherwise include language in an enforceable agreement with its
<br /> buyer that makes Seller's limitation of warranties and remedies binding on its buyer.Buyer shall also include a provision in its agreement with its buyer applying
<br /> Indiana law to any claims its buyer might assert against Seller with respect to goods repaired,manufactured or sold by Seller,and requiring its buyer to bring any
<br /> such action against Seller either in federal district court in Evansville,IN or the common pleas court for Vanderburgh County,Indiana.Buyer shall defend,
<br /> indemnify and hold Seller harmless from any and all claims,causes of action,damages,losses or expenses(including reasonable attorneys'fees)that Seller
<br /> incurs by reason of Buyer's failure to comply with this paragraph.
<br /> 7.PASSAGE OF TITLE.Except with respect to title for vehicles that have a certificate of title or forequipment vehicles for which the full purchase price has not
<br /> been paid,title to the products sold hereunder shall pass upon delivery to the carrier at the point of shipment.Neither Buyer nor the consignee shall have the
<br /> right to divert or re-consign such shipment to any destination other than specified in the bill of lading without permission of the Seller.Unless otherwise agreed,
<br /> Seller reserves the right to select the mode of transportation.With respect to title for vehicles that have a certificate of title or for equipment vehicles for which
<br /> the full purchase price has not been paid,title will only transfer on the delivery of the certificate of title and payments due from the Buyer to the Seller has been
<br /> paid in full.
<br /> 8.PAYMENTS AND LATE CHARGES ON PAST DUE ACCOUNTS.Buyer represents that Buyer is solvent and can and will pay for the products sold to Buyer in
<br /> accordance with the terms hereof.If Buyer shall fail to comply with any provision or to make payments in accordance with the terms of this contract or any other
<br /> contract between Buyer and Seller,Seller may at its option defer shipments or,without waiving any other rights it may have,terminate this contract.All deliveries
<br /> shall be subject to the approval of Seller's Credit Department.Seller reserves the right,before making any delivery,to require payment in cash or security for
<br /> payment,and if Buyer fails to comply with such requirement,Seller may terminate this contract.A late charge of 1-Y2%monthly(18%annual rate)or the
<br /> maximum allowed by state law,if less,will be imposed on all past due accounts.
<br /> 9.TRANSPORTATION CHARGES.Delivered prices or prices involving competitive transportation adjustments shall be subject to appropriate adjustment to reflect
<br /> changes in transportation charges.
<br /> 10.CLAIMS BY BUYER.Buyer shall thoroughly inspect products sold under this contract immediately upon receipt to verify for itself that they conform to the
<br /> specifications of the contract.Buyer must notify Seller of claims for failure or delay in delivery within 30 days after the scheduled delivery date.Buyer must notify
<br /> Seller of any claims for nonconforming or defective goods within 30 days after the nonconformity or defect was or should have been discovered.In addition,
<br /> Seller must be given an opportunity to investigate the claim before Buyer disposes of the material,or else Buyer's claim will be barred.Seller shall incur no
<br /> liability for damage,shortages,or other cause alleged to have occurred or existed at or prior to delivery to the carrier unless the Buyer shall have entered full
<br /> details thereof on its receipt to the carrier.
<br /> 11.MECHANICAL PROPERTIES;CHEMICAL ANALYSES.Data referring to mechanical properties or chemical analysis are the result of tests performed on
<br /> specimens obtained from specific locations of the product(s)in accordance with prescribed sampling procedures;any warranty thereof is limited to the values
<br /> obtained at such locations and by such procedures.There is no warranty with respect to values of the materials at other locations.
<br /> 12.PATENTS.Seller shall indemnify Buyer against attorneys'fees and any damages or costs awarded against Buyer in the event any legal proceeding is brought
<br /> against Buyer by a third person claiming the material delivered hereunder in itself constitutes an infringement of any U.S.patent,provided Buyer gives Seller
<br /> prompt notice of any such suit being brought,gives Seller the opportunity to defend any such suit,and cooperates with Seller with respect to any such defense;
<br /> unless the material is made in accordance with material designs,or specifications required by Buyer,in which case Buyer shall similarly indemnify Seller.
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