BINDING TERMS AND CONDITIONS OF SALE
The following are the terms and conditions ("Terms and Conditions") for the sale of products ("Products") by Jamtesters to Jamtesters customers ("Customers").
1. ACCEPTANCE AND CANCELLATION OF ORDERS
All orders are subject to acceptance in writing by Jamtesters. Any written acknowledgement of receipt of an order shall not, in and of itself, constitute such acceptance. Orders accepted by Jamtesters may be cancelled by Customer upon written consent of Jamtestersr provided such order is not "NC/NR" or "Non-cancelable/Non-Returnable", "Non-Standard Products" or governed by a Purchase Agreement Letter. Non-Standard Products are defined as Products that are special orders, custom orders, orders for non-standard products, products not customarily in stock or orders for value-added products. Non-standard products are non-cancelable and non-refundable. In the event of cancellation or other withdrawal of an order for any reason, and without limiting any other remedy which Jamtesters may have as a result of such cancellation or other withdrawal, reasonable cancellation or restocking charges shall include all expenses incurred and commitments made by Jamtesters, and shall be paid by Customer to Jamtestersr. Customer requests to reschedule are subject to acceptance by Jamtesters in its sole discretion. Orders may not be canceled or rescheduled after the order has been submitted by Jamtesters to the shipment carrier. Jamtestersr reserves the right to allocate sales and limit quantities of selected Products among its customers in its sole discretion. Product specifications and availability are subject to change without prior notice.
1a. Returns
Customer must notify Jamtesters within 30 days from date of shipment of any defective product. (See JAMTESTERS’S LIMITED WARRANTEE for further information.) Returns are normally accepted when completed within 30 days of the ship date. If Jamtesters agrees to accept a return, return freight charges must be prepaid by customer. Jamtestersr will not accept COD shipments. The foregoing statements concerning Returns do not apply to NON-CANCELABLE/NON-RETURNABLE PRODUCTS. (See the NON-CANCELABLE/NON-RETURNABLE PRODUCTS section in these terms.)
1b. Counterfeit Product Prevention Clause
Only products originally shipped from Jamtesters will be returned to Jamtesters. The return should be in the original packaging, in unused condition (except defective).
2. PRICES
Orders are billed at the prices in effect at the time of shipment. Prices will be as specified by Jamtesters and will be applicable for the period specified in Jamtesters's quote. If no period is specified, quoted prices will be applicable for thirty (30) days. Prices are subject to increase in the event of an increase in Jamtestersr's costs or other circumstances beyond Jamtestersr's reasonable control. Prices are exclusive of taxes, impositions and other charges, including sales, use, excise, value-added and similar taxes or charges imposed by any government authority, international shipping charges, forwarding agent's and broker's fees, bank fees, consular fees, and document fees.
3. TERMS OF PAYMENT
All payments must be made in the currency billed on the original invoice.
Prepaid Wire Transfer/EFT/Proforma: Customers can wire the funds to our bank. After your order is placed we will e-mail a Proforma invoice which includes our bank information, the merchandise total and shipping charges. We will reserve stock for your order for 72 hours on orders awaiting funds. Orders will be canceled after 20 business days if funds have not been received. Customer is responsible for duties and taxes.
3.1 TERMS OF PAYMENT
Customer agrees to pay the entire net amount of each invoice from Jamtestersr pursuant to the terms of each such invoice, without offset or deduction.
4. SALES TAX
INTERNATIONAL Shipments
All applicable VAT, PST, HST, and/or GST charges along with brokerage fees will be the responsibility of the Customer and due at the time of delivery.
5. DELIVERY AND TITLE
All shipments by Jamtesters are F.O.B. point of shipment from Jamtesters's facility and the amount of all transportation charges will be paid to Jamtesters by the Customer in addition to the purchase price of the Products. Subject to Jamtesters's right of stoppage in transit, delivery of the Products to the carrier will constitute delivery to Customer and title and risk of loss will pass to Customer. Jamtester will make reasonable efforts to initiate shipment and schedule delivery as close as possible to Customer's requested delivery date(s). Customer acknowledges that delivery dates provided by Jamtesters are estimates only and that Jamtesters will not be liable for failure to deliver on such dates. Selection of the carrier and delivery route will be made by Jamtesters unless specifically designated by Customer.
6. JAMTESTERS'S LIMITED WARRANTY
Jamtesters's liability arising out of any sale of products to Customer is expressly limited to either (1) Refund of the purchase price paid by Customer for such Products (without interest), or (2) Repair and/or replacement of such Products, at Jamtestersr's election, with such remedies exclusive and in lieu of all others. Customer must notify Jamtesters within 12 months from date of shipment of any defective product. This warranty is in lieu of any and all other warranties, whether oral, written, expressed, implied or statutory. Implied warranties of fitness for a particular purpose and merchantability are specifically excluded and shall not apply. Customer's obligations and Jamtester's remedies with respect to defective or nonconforming products, are solely and exclusively as stated herein. Furthermore, no warranty will apply if the Product has been subject to misuse, static discharge, neglect, accident, modification, or has been altered in any way. All freight charges must be paid by customer.To obtain warranty service contact Jamtesters for warranty information or to check on warranty service.
7. LIMITATION OF LIABILITIES
IN NO EVENT SHALL JAMTESTERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE including, but not limited to, damages resulting from loss of profit or revenue, recall costs, claims for service interruptions or failure to supply downtime, testing, installation or removal costs, costs of substitute products, property damage, personal injury, death or legal expenses. Customer's recovery from Jamtesters for any claim shall not exceed the purchase price paid by Customer for the goods, irrespective of the nature of the claim, whether in warrant, contract or otherwise. CUSTOMER SHALL INDEMNIFY, DEFEND AND HOLD JAMTESTERS HARMLESS FROM ANY CLAIMS BROUGHT BY ANY PARTY REGARDING PRODUCTS SUPPLIED BY JAMTESTERS AND INCORPORATED INTO THE CUSTOMER'S PRODUCT.
8. PRODUCT SAFETY NOTICE AND RESTRICTIONS
Products are intended for commercial use only; (1) Customer agrees that Jamtesters is not liable, in whole or in part, for any claim or damage arising from such use; and (2) CUSTOMER AGREES TO INDEMNIFY, DEFEND AND HOLD JAMTESTERS HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LOSSES, COSTS, EXPENSES AND LIABILITIES ARISING OUT OF OR IN CONNECTION WITH THE PURCHASE OR THE USE OF THE GOODS ADQUIRED FROM JAMTESTERS.
9. FORCE MAJEURE
Jamtesters will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control including, but not limited to, product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, Government priorities, fires, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine restrictions, riots or war. Jamtesters's time for delivery or performance will be extended by the period of such delay or Jamtesters user may, at its option, cancel any order or remaining part thereof, without liability by giving notice to Customer.
10. EXPORT CONTROL
Jamtesters is committed to compliance with all Spanish. Export Regulations and Laws. Jamtesters will not sell or ship to countries embargoed by the Spanish Govern.
15. GENERAL
The Terms and Conditions may not be modified or cancelled without Jamtesters's written agreement. Accordingly, goods manufactured and sold by Jamtesters are sold only on the terms and conditions stated herein. The sale of Products hereunder will be governed by the Terms and Conditions, notwithstanding contrary or additional terms and conditions in any order purchase order, planning schedule, acknowledgment, confirmation or any other form or document issued by either party affecting the purchase and/or sale of Products.
Notwithstanding any terms and conditions on Customer's order, the information and conditions on the Credit Application are controlling over Customer and Jamtestersr. Any conflicting statements or terms listed on the Customer purchase orders, invoices, confirmations or other Customer generated documents ("Customer Documents"), whether heretofore or hereafter submitted, are negated by submission of the Credit Application and the issuance of credit by Jamtestersr, and all different or additional terms and conditions contained in any Customer Documents are hereby objected to by Jamtesters. Jamtestersr's performance of any contract is expressly made conditional on Customer's agreement toJamtesters's Terms and Conditions of Sale, unless otherwise specifically agreed upon in writing by Jamtesters. In the absence of such agreement, commencement of performance and/or delivery shall be for Customer's convenience only and shall not be deemed or construed to be acceptance of Customer's terms and conditions or any of them. If a contract is not earlier formed by mutual agreement in writing, acceptance by Customer of any goods or services shall be deemed acceptance by Customer of the terms and conditions stated herein. No rights, duties, agreements or obligations hereunder, may be assigned or transferred by operation of law, merger or otherwise, without the prior written consent of Jamtesters. The obligations, rights, terms and conditions hereof will be binding on the parties hereto and their respective successors and assigns. The waiver or breach of any term, condition or covenant hereof, or default under any provision hereof, will not be deemed to constitute a waiver of any other term, condition, or covenant contained herein, or of any subsequent breach or default of any kind or nature. Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction, or affecting the validity or enforceability of such provision in any other jurisdiction. The Terms and Conditions will be governed by and construed in accordance with the Spanish laws; venue in any lawsuit between the parties will lie exclusively in the Spanish Courts in Jerez de la Frontera Spain.
