ACCEPTANCE: Any purchase order issued is considered Buyer’s acceptance of the terms and conditions contained herein. MapleJet hereby objects to any additional, different, or conflicting terms or conditions set forth in Buyer’s purchase order. No terms or conditions of Buyer’s purchase order shall be effective unless accepted by MapleJet in a signed document expressly stating an intent to accept such term or condition.
ENTIRE AGREEMENT: The provisions herein set forth constitute the entire terms and conditions of sale between MapleJet and Buyer and supersede all prior Agreements, purchase orders, correspondence and other communication, whether written or oral, between MapleJet and the Buyer. No provision of these Terms and Conditions of Sale shall be subject to change except by the written authorization of a properly authorized representative of MapleJet.
PRICES/PAYMENT: Unless otherwise provided in this Agreement, terms of payment are net thirty (30) days and prices are Ex-Works MapleJet’s designated facility exclusive of sales or use taxes. All payments shall be in the legal currency of the United States unless otherwise designated in the Agreement. All prices are subject to exception or change without notice. Pricing errors may be corrected at any time. MapleJet may, at any time and without obligation, suspend performance or require payment in cash, security, or require other adequate assurances satisfactory to MapleJet when, in the opinion of MapleJet in its sole discretion, the financial circumstances of Buyer warrant such action.
TAXES AND DUTIES: The amount of all applicable taxes (federal, state, or local) will be charged unless the purchase order clearly states that the equipment or goods are tax exempt and an exemption certificate is on file at MapleJet. Any personal property taxes assessable on the equipment or goods required for delivery shall be borne by Buyer.
DELIVERY: Deliveries shall be Ex-Works MapleJet warehouse unless otherwise stated in this Agreement. Shipping dates given by MapleJet are approximate and are based on prompt receipt of all necessary information regarding the order. MapleJet will use all reasonable efforts to meet the scheduled date shown on the face hereof, but does not guarantee to do so. Failure to make shipments as scheduled does not constitute a cause of cancellation and/or for damages of any character. In the event of any delay requested by Buyer or any delay caused by lack of shipping instructions, MapleJet will store all items ordered at Buyer’s expense and risk and will invoice Buyer for the full contract price of the equipment or goods on or after the date on which the same is ready for delivery.
TITLE AND RISK OF LOSS: Risk of loss or damage to the equipment or goods shall pass to Buyer Ex-Works MapleJet’s designated facility. Buyer will keep the equipment or goods insured to the full purchase price with MapleJet as the named loss payee, and MapleJet retains a security interest in the equipment or goods until the purchase price is paid.
ENGINEERING DATA: All Engineering data, design information, engineering and shop drawings used on the completion of this order are the property of MapleJet.
PATENT INDEMNIFICATION: MapleJet agrees to indemnify Buyer from and against all claims based on allegations that the equipment or goods designed and manufactured by MapleJet constitute an infringement of any patent, if MapleJet is notified promptly of the assertion of any such allegation, and if MapleJet is given authority to defend the claim and reasonable information and assistance for the defense of the claim. Upon notification of an infringement claim, MapleJet reserves the right to do any of the following, at no cost to Buyer:
(a) Procure for Buyer the right to continue using the equipment; or,
(b) Replace the equipment with non-infringing equipment; or,
(c) Modify the equipment so that it becomes non-infringing.
MapleJet does not assume liability for the infringement of any method and/or process patent or for infringement of any patent covering articles manufactured or produced in accordance with Buyer’s design.
RETURNS: No goods requiring repair or alleged to be defective may be returned without authorization and a Return Materials Authorization (RMA) by MapleJet. Under no circumstances may products be returned without prior approval from MapleJet. Standard stock items must be in unused condition, as determined by MapleJet. Buyer’s request for return must be received no later than sixty (60) days from the date of shipment from MapleJet’s factory. If MapleJet authorizes return, products must be received by MapleJet within thirty (30) days of Buyer’s receipt of RMA. Returned products must always be shipped Buyer F.O.B. destination, freight prepaid and allowed, and properly packaged to protect against damage.
WARRANTY AND LIMITATION OF LIABILITY: MapleJet’s sole warranty is set forth under the Document “MapleJet Limited Warranty.”
HANDLING CHARGES: Orders less than $50.00 are subject to a $25.00 handling charge, per the discretion of MapleJet.
GOVERNING LAW: This agreement and all sales shall be governed by the laws of the Province of Ontario, Canada. Any legal action to enforce any right granted by this Agreement must be filed within one (1) year after delivery, or for warranty claims, within one (1) year of the expiration of the applicable warranty period.
CREDIT POLICY: Credits expire one year after the date of issue and can only be applied to the purchase of products and services offered by MapleJet.