The acceptance of your order for Product is subject to and expressly conditioned on Buyer’s acceptance of all terms and conditions included herein and on any of DeFelsko's packages, sales invoices, manuals, or technical sheets, which collectively shall constitute the entire contract between the parties. To the extent that there are any inconsistencies between the terms and conditions set forth herein and those contained on any DeFelsko packages, manuals, or technical sheets, these terms and conditions shall govern. The foregoing supersedes Buyer's purchase order or other forms, if any, and DeFelsko Corporation rejects, does not agree to, and is not bound by any terms or conditions that are contained on Buyer's purchase order or other forms. DeFelsko's failure to object to any specific provisions contained in the aforementioned Buyer's forms shall not be deemed an acceptance of the such provisions or a waiver of the provisions of DeFelsko's terms and conditions. Unless the Buyer notifies DeFelsko in writing within ten days from the date of the sales invoice of any objections to DeFelsko's terms and conditions, the Buyer will be deemed to have assented to such terms and conditions.
Title and risk of loss or damage to Product shall pass to Buyer Exworks DeFelsko's plant.
Terms of payment are shown on the sales invoice and shall be effective from the date of invoice. All amounts are denominated in US dollars. Payments may be made by Master Card, Visa, Discover, American Express, certified check, electronic funds transfer or company check. Any unpaid account balance shall bear interest at the rate of one and one-half percent (1 ½ %) per month from and after the date payment is due.
When required by law, DeFelsko will collect Federal, State and/or Local sale use, excise and other taxes that apply to Buyer's order. These taxes are in addition to the purchase price of Products subject to an order. Buyer will remit the correct tax unless they are tax exempt and DeFelsko has a valid signed tax exemption certificate on file. In the event that DeFelsko fails to collect a required tax, Buyer will be responsible for paying such tax directly to the applicable taxing authority.
DeFelsko warrants only Product it manufactures against defects in workmanship or materials under normal use for a period of two years from date of purchase unless otherwise specified in DeFelsko's instruction manuals or sales literature. In the event that a Product manufactured by DeFelsko is believed to be defective, Buyer's sole remedy is to return Product with proof of purchase to DeFelsko. Return freight charges must be prepaid by Buyer. We will not accept COD shipments. If upon inspection of Product, DeFelsko determines in its sole discretion that the returned Product is defective as to workmanship or material, Product will be repaired or replaced at DeFelsko's sole option. The warranty is voided if the Product has been opened. THIS WARRANTY IS SOLELY FOR THE BENEFIT OF BUYER AND IS IN LIEU OF ANY AND ALL OTHER WARRANTIES AND REPRESENTATIONS, WHETHER, ORAL, WRITTEN, EXPRESSED, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. DEFELSKO PROVIDES NO WARRANTY OF ANY KIND ON ANY PRODUCTS THAT IT DOES NOT MANUFACTURE AND MERELY ACTS AS A RESELLER. FOR ANY SUCH RESOLD PRODUCTS, BUYER'S SOLE WARRANTY, IF ANY, SHALL BE THE ONE PROVIDED, IF ANY, BY THE MANUFACTURER OF THE PRODUCT.
IN NO EVENT SHALL DEFELSKO OR ITS DIRECTORS OR OFFICERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF CUSTOMERS, CLIENTS OR GOODWILL ARISING IN ANY MANNER FROM THE SALE AND/OR THE PERFORMANCE OR NONPERFORMANCE HEREUNDER REGARDLESS OF WHETHER DEFELSKO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. DEFELSKO'S MAXIMUM LIABILITY SHALL BE LIMITED TO THE PRICE OF PRODUCT PURCHASED BY BUYER REGARDLESS OF THE FORM OF ANY ACTION THAT BUYER COMMENCES.
Some Defelsko products contain software code developed by third parties, including code subject to the GNU General Public License. Each product containing such code contains the License Information as applicable within the product. As applicable, you may obtain the complete Corresponding Source code from us for a period of three years after our last shipment of the product, by sending a money order or check for $5 to:
GPL Compliance Division
DeFelsko Corporation
800 Proctor Avenue
Ogdensburg, NY 13669 USA
Please write “GPL source for product model: xxxx, S/N: yyyy ” in the memo line of your payment. Where xxxx, yyyy is the model number and serial number of the product in question.