ACCEPTANCE: All products and materials sold by PFC Equipment, Inc. to Purchaser (“Product”) will be installed by and at the expense of the purchaser, unless otherwise expressly stipulated separately in writing and executed by a duly authorized representative of PFC Equipment, Inc (“PFC”). The Product shall be conclusively deemed accepted by Purchaser unless Purchaser notifies PFC in writing within thirty (30) days of delivery of the Product that it fails to meet the requirements of this contract. PFC shall then have reasonable time to make any and all necessary replacements, repairs, or refunds as provided in this agreement.
TERMS: THERE ARE NO WARRANTIES EXPRESS OR IMPLIED, INCLUDING WARRANTIES OR MERCHANTABILITY AND FITNESS FOR PURPOSE, MADE BY PFC IN CONNECTION WITH THIS SALE EXCEPT AS EXPRESSLY SET FORTH HEREIN. Product purchased by PFC from a third party manufacturer which is sold to purchaser is warranted only to the extent of and by the original manufacturer’s warranty or guarantee, if any.
PFC assumes no liability for consequential damages of any kind, and purchaser, by acceptance of delivery, assumes all liability for the consequences of the use or misuse of any of the Product sold by PFC. PFC assumes no field expense for service or parts, unless authorized by it in advance in writing by a duly authorized representative of PFC.
Purchaser agrees upon receipt of the Product that it will be Purchaser’s duty to inspect all such Product on a continuing basis; to provide proper safety devices and equipment or means necessary to safeguard any operator from harm for any use of such Product; to adequately safeguard each Product; to follow all manufacturer’s guidelines; and to meet all government safety standards which may be imposed from time to time, including, but not limited to, the 1970 Occupational Safety and Health Act (OSHA), as amended.
All statements, quotations, and agreements are made subject to and without liability on the part of PFC for any consequences arising from any and all causes beyond PFC’s control, including war, manufacturing contingency, acts of God, fire, floods, accidents, riots, strikes, labor disturbances, and delays in transportation.
Purchaser shall pay the purchase price as well as all other charges provided in this agreement, within thirty (30) days after the date of the invoice. Overdue payments are subject to a service and carrying surcharge of 1.5 percent per month (equivalent to 18 percent per annum) on the outstanding balance, plus 15% collection and/or attorney’s fees as required. Any delivery estimate contained in this proposal is an estimate only. Due to the fact Product may be specifically manufactured/fabricated for this particular order, Purchaser will not claim default, cancel, nor impose damages due to late shipment as long as PFC can document to Purchaser that it has or continues to make a bona fide effort to complete shipment of the Product.
INDEMNIFICATION: PURCHASER AGREES TO INDEMNIFY, HOLD HARMLESS, DEFEND, AND MAKE WHOLE PFC FROM ANY AND ALL LIABILITY, LOSS OR DAMAGES WHICH PFC MAY SUFFER AS A RESULT OF CLAIMS, DEMANDS, COSTS, OR JUDGEMENTS AGAINST PFC ARISING OUT OF ANY USE WHATSOEVER OF THE PRODUCT SOLD PURSUANT TO THIS AGREEMENT, WHICH LIABILITY, LOSS OR DAMAGES, CLAIMS, DEMANDS, OR JUDGEMENTS ARE BASED UPON OR RESULT FROM ANY OF THE FOLLOWING: (1) THE FAILURE OF PURCHASER, PURCHASER’S OFFICERS, AGENTS, OR EMPLOYEES TO FOLLOW MANUFACTURER’S INSTRUCTIONS, WARNINGS, OR RECOMMENDATIONS, OR (2) THE FAILURE OF PURCHASER, PURCHASER’S OFFICERS, AGENTS, OR EMPLOYEES TO COMPLY WITH FEDERAL, STATE OR LOCAL LAWS OR REGULATIONS APPLICABLE TO THE USE OF SUCH PRODUCT, INCLUDING, BUT NOT LIMITED TO, THE 1970 OCCUPATIONAL SAFETY AND HEALTH ACT (OSHA), AS AMENDED; OR (3) ANY LIABILITY, LOSS OR DAMAGES, CLAIMS, DEMANDS, COSTS, OR JUDGEMENTS BASED UPON OR RESULTING FROM ANY LEGAL THEORY OF STRICT LIABILITY WITHOUT FAULT APPLIED TO PURCHASER OR PFC OR TO THE ORIGINAL MANUFACTURER OF THE PRODUCT OR (4) ANY LIABILITY, LOSS OR DEMANDS, COSTS, OR JUDGEMENTS BASED UPON OR RESULTING FROM ANY THEORY OF BREACH OF WARRANTY OF ANY KIND.