The Terms and Conditions stated herein shall be binding on Buyer and Used Warehouse Equipment. The Terms and Conditions cannot be amended or modified by entries made on Purchase Orders issued to Used Warehouse Equipment and changes appearing on the Purchase Order will not bind Used Warehouse Equipment.
Title and Ownership
The title and right of possession of merchandise sold under these terms and conditions shall remain with Used Warehouse Equipment until full and final payment in cash shall have been made per the terms herein agreed. In case of default of any payments, Used Warehouse Equipment may repossess said merchandise and all additions thereto, wherever found, and shall not be liable in any manner for any such act of repossession nor for the repayment of any monies which may have been received in part payment for said merchandise. Buyer shall afford access to Used Warehouse Equipment upon demand for recovery of merchandise/equipment.
ALL USED MERCHANDISE/EQUIPMENT SOLD “AS IS / WHERE IS” NO WARRANTIES or GUARANTEES IMPLIED or EXPRESSED.
Used Warehouse Equipment reserves the right, without prior notification, to substitute an alternative product of like kind, quality and function. If the buyer will not accept a substitute the buyer must specifically declare that no substitution is allowed when the buyer requests a quote or when placing an order with Used Warehouse Equipment.
Used Warehouse Equipment prices are F.O.B. point of shipment, unless otherwise specified. Terms of payment are due: see quote page the date of Used Warehouse Equipment invoice, unless otherwise specified, except that terms of payment are at all times subject to the approval of Used Warehouse Equipment Credit Department. Used Warehouse Equipment reserves title in products until final payment is received, and Buyer will execute such other documents reasonably required to preserve Used Warehouse Equipment rights. Used Warehouse Equipment is expressly authorized to file UCC-1 Financing Statements(s) evidencing its interest in all merchandise delivered until final payment is received. Buyer agrees to make payment in full without any deduction for claim of set-off or recoupment with respect to this contract or any other contract or matter between the parties. Should Buyer delay payment beyond the date on which it is due, interest may be charged on the unpaid balance at the rate of one and one-half percent (1-1/2%) per month, or at the maximum rate allowed by applicable state laws, whichever is less.
Choice of Law; Choice of Forum; Recovery of Attorney’s Fees. These Terms and Conditions and the associated Purchase Order shall be governed by and interpreted consistent with New York law notwithstanding any choice of law standards of any jurisdiction. Buyer agrees that the courts of the State of New York or the United States District Court of New York shall have exclusive jurisdiction over any legal action initiated to enforce rights under these Terms and Conditions and the associated Purchase Order and that any such action shall be venued in Erie County or the United States District Court in Western District of New York. Buyer expressly agrees that Used Warehouse Equipment shall be entitled to recover reasonable attorney’s fees and costs of suit associated with enforcement of its rights hereunder, together with interest at an annual rate of 10.00% compounded daily
In the event manufacture of Buyer’s order has proceeded and Buyer requests a delay in shipment, buyer assumes full responsibility for the product, expenses incurred and reasonable storage charges. Payment shall be made by Buyers as though shipment had moved as originally scheduled.
Cancellation and Returns
The proposal drawings and/or specifications of any quotation are confidential engineering data and represent Used Warehouse Equipment investment in engineering skill and development and remain the property of Used Warehouse Equipment. Such are submitted with the understanding that the information will not be disclosed to anyone other than the Buyer’s employees who have a need to know or used for any purpose except for the subject quotation or order, or used in any manner detrimental to Used Warehouse Equipment.
Taxes and Freight
Buyer shall be responsible for applicable local, state or federal taxes, and all freight bills required for this purchase unless otherwise specified. If sales, use or other State or Municipal taxes in addition to any listed specifically as part of the stated purchase price, are imposed upon the Used Warehouse Equipment, the Buyer agrees to pay the same or reimburse Used Warehouse Equipment upon demand.
Period of Quotation
Unless otherwise specified by Used Warehouse Equipment, if not accepted by Buyer within Ten (10) days from the date hereof, Used Warehouse Equipment quotation shall be void.
Shipping and delivery dates are approximate and are not a guarantee of shipment or delivery on any particular date.
Time shall not be of the essence of the contract. Used Warehouse Equipment shall not be liable for delays in or failures of delivery due to strikes or labor troubles, supplier’s delays, accidents, fire, flood, acts of God, action by the governmental authority, changes requested by Buyer, or other causes beyond its reasonable control. If the shipment is delayed at the request of Buyer, payment shall be made by Buyer as though shipment had been made as specified and for any expenses incurred by Used Warehouse Equipment due to Buyer’s request in delaying shipment; and the material shall be stored at the Buyer’s risk and subject to reasonable storage charges.