THE SALE OF PRODUCTS AND SERVICES ("PRODUCTS") BY ALTECH-ECO ARE SUBJECT TO THESE TERMS AND CONDITIONS (“AGREEMENT”) REGARDLESS OF OTHER OR ADDITIONAL TERMS OR CONDITIONS THAT CONFLICT OR CONTRADICT THIS AGREEMENT IN ANY PURCHASE ORDER, DOCUMENT, OR OTHER COMMUNICATION ("ORDER"). PREPRINTED TERMS AND CONDITIONS ON ANY CUSTOMER (“CUSTOMER”) DOCUMENT (FOR EXAMPLE: PURCHASE ORDERS OR CONFIRMATIONS) AND/OR ALTECH’S FAILURE TO OBJECT TO CONFLICTING OR ADDITIONAL TERMS WILL NOT CHANGE OR ADD TO THE TERMS OF THIS AGREEMENT.
1. ORDERS. All Orders are subject to acceptance by Altech-Eco. Altech-Eco reserves the right to allocate the sale of Products among its customers. Orders for special, custom, value-added and Products specifically identified by Altech-Eco as non-standard are non-cancelable and non-returnable (“NCNR”). The Customer may not cancel or reschedule Orders for standard Products without Altech-Eco’s consent, which shall not be unreasonably withheld. If cancellation is approved, there is a restocking fee of $250.00 per system.
2. PRICES. Altech-Eco’s quoted prices apply for 30 days or as otherwise stated in its quote. Altech-Eco may increase prices if Altech-Eco’s costs increase or other circumstances beyond Altech-Eco’s reasonable control. Prices are subject to change at any time. Prices are for Products only and do not include taxes, impositions and any other charges, fees, shipping charges and duties imposed by any government authority. Customer is responsible for any additional fees and taxes.
3. TERMS OF PAYMENT. 50% deposit required to initiate an order. Payment of the total invoice amount, without offset or deduction, is due 30 days from the invoice date. On any past due invoice, Altech-Eco may charge interest from the payment due date to the date of payment (at 1 ½ % per month), plus reasonable attorney fees and collection costs. Altech-Eco may change the terms of Customer’s credit at any time. If a Customer neglects to pay an invoice past due for 60 days or more than such Customer will be required to pay 60% deposit to initiate order and pay remaining balance before product will be shipped.
4. DELIVERY AND TITLE. Customer is responsible for all shipping costs and any applicable surcharges. Title and risk of loss pass to Customer upon delivery of the Products to the carrier. Altech-Eco’s delivery dates are estimates only and Altech-Eco is not liable for delays in delivery. Altech-Eco reserves the right to make partial shipments and Customer will accept delivery and pay for the Products delivered. A delayed delivery of any part of an Order does not entitle Customer to cancel other deliveries.
5. PRODUCT RETURNS. Customer cannot return Products without a return material authorization ("RMA") number. RMA’s will be issued only for damaged or other discrepancy to Products created solely by Altech-Eco or the original manufacturer. Customer is responsible to inspect Products before signing acceptance forms provided by carrier. If Customer signs for receipt of Product from carrier (ex. UPS Freight) then Customer is responsible for any damages that may have occurred during shipping. Altech-Eco is not responsible for Product damaged during shipping if customer neglects to inspect Product and signs for receipt of undamaged Product. RMA’s will not be granted for damage, shortage, or other discrepancy created by Customer, the carrier or freight provider, or any other third party. Returned Products must be in original manufacturer's shipping cartons or equivalent. Customer must return all Products, freight prepaid, as specified in the RMA and pay any restocking charges. At Altech-Eco’s discretion, Altech-Eco will return all Products not eligible for return to Customer, freight collect, or hold Product for Customer’s account at Customer’s expense.
6. FORCES BEYOND ALTECH-ECO’S CONTROL. Altech-Eco is not liable for failure to fulfill its obligations for any accepted Order or for delays in delivery due to causes beyond its reasonable control, (for example: acts of God, acts or omissions of the Customer, man-made or natural disasters, epidemic medical crises, materials shortages, strikes, acts of terrorism, delays in transportation, or inability to obtain labor or materials through its regular sources).
7. USE OF PRODUCTS. Products are not authorized for use in critical safety or other applications where a failure may reasonably be expected to result in personal injury, loss of life, or catastrophic property damage. If Customer uses or sells the Products for use in any such applications, Customer acknowledges that such use or sale is at Customer’s sole risk. Customer will indemnify, defend and hold Altech-Eco and the Product manufacturer harmless from and against any and all liabilities and costs arising out of or in connection with such use or sale.
8. EXPORT/IMPORT. Certain Products sold by Altech-Eco and other related technology and documentation are subject to export control laws, regulations and orders of the United States and the export or import control laws and regulations of other countries. Customer will not directly or indirectly export or divert any Products and other related technology and documentation to any third party or country where such export or transmission is restricted or prohibited. Customers are not allowed to export Products out of the United States without written permission from Altech-Eco corporate officer.
9. PRODUCT INFORMATION. Altech-Eco makes no representation as to the accuracy or completeness of the Product information or specifications received from vendors, suppliers or other sources, and disclaims all representations, warranties and liabilities under any theory with respect to the product information, title and non-infringement. All Product information is subject to change without notice. Altech-Eco is not responsible for typographical errors in Product information.
10. ELECTRONIC ORDERS. In the event that any part of the purchase and sale of Products utilizes electronic data interchange, internal or third party portal, or any other electronic means (“Electronic Purchase Order”), this Agreement, or any other validly executed agreement between Altech-Eco and Customer, will continue to apply to the purchase and sale of Products between Customer and Altech-Eco.
a. The laws of the State of North Carolina will exclusively govern any dispute between Altech-Eco and Customer without reference to North Carolina’s conflict of Laws principles.
b. Customer may not assign this Agreement without the prior written consent of Altech-Eco. Altech-Eco or its affiliates may perform the obligations under this Agreement. This Agreement is binding on successors and assigns.
c. This Agreement can only be modified in writing signed by authorized representatives of both Altech-Eco and Customer.
d. Altech-Eco and Customer are independent contractors and agree that this
Agreement does not establish a joint venture or partnership.
e. Statements or advice (technical or otherwise) if given without charge, are an accommodation to Customer and Altech-Eco has no responsibility or liability for the content or use of such statements or advice.
f. Altech-Eco’s failure to object to any document, communication, or act of
Customer will not be deemed a waiver of any of these terms and conditions.
g. The unenforceability of any of these terms or conditions will not affect the remainder of the terms or conditions.
h. Products, including software or other intellectual property, are subject to any applicable rights of third parties, such as patents, copyrights and/or user licenses.
i. Customer and Altech-Eco will comply with applicable laws and regulations.