PRICE:
Prices in effect at time of shipment of goods or performance of
services shall prevail. All prices quoted by HYPOWER are subject to
change without notice. Prices do not include any present or future
sales, use, excise, value added or similar taxes and where
applicable, such taxes shall be billed as a separate item and paid
by Buyer. Unless otherwise provided in writing, terms of payment are
thirty (30) days net, without setoff or deduction, from date invoice
was mailed or goods are delivered (or services provided), whichever
is earliest, if Buyer’s credit has been approved prior to sale. A
late payment charge of 2% per month (an annual percentage rate of
26.8%) shall be charged on all past due accounts and Buyer shall pay
HYPOWER all costs incurred by it in collecting any past due account
from Buyer including all court costs and attorneys fees, provided,
however, if the foregoing charges exceed that rate which may be
lawfully charged under applicable law, then such charges shall be
calculated so as not to exceed the highest lawful rate. Unless
otherwise noted, all sales are made f.o.b. point of shipment and, in
all cases, title shall pass upon delivery to the carrier at point of
shipment and thereafter all risk of loss or damage shall be upon
Buyer.
AIT Canada knows that your privacy is very important to you and we are committed to user privacy in our products and services. That's why protecting any personal information, such as your name, address, email address, phone number or land location, that you provide us is of the utmost importance to AIT Canada. As a result, we have prepared this Privacy Statement to let you know about the manner in which we collect, use, disclose and otherwise manage the personal information you entrust to us. This policy outlines our personal information handling practices. If you give us personal information, we will treat it according to this policy. AIT Canada encourages you to read this policy privacy policy to understand all the safeguards in place to protect the information you provide.
DELIVERY:
Delivery dates given in advance of actual shipment are estimates
and shall not be deemed to represent fixed or guaranteed delivery
dates. HYPOWER shall not be liable for failure to deliver or for
delay in delivery or performance due to (i) a cause beyond its
reasonable control, or (ii) an act of God, act or omission of
Buyer, act of civil or military authority, governmental priority
or other allocation or control, fire, strike or other labor
difficulty, riot or other civil disturbance, insolvency or other
inability to perform by the manufacturer, delay in transportation,
or (iii) any other commercial impracticability. In the event of
any such delay, the date of delivery or performance shall be
extended for a period equal to the time lost by reason of delay.
Additional charges for local delivery may also apply.
CHANGE IN BUYER'S FINANCIAL CONDITION: HYPOWER
reserves the right by written notice to cancel any order or
require full or partial payment or adequate assurance of
performance from Buyer without liability to HYPOWER in the event
of (i) Buyer's insolvency, (ii) the filing of a voluntary petition
in bankruptcy by Buyer, (iii) the appointment of a receiver or
trustee for Buyer, or (iv) the execution by Buyer of an assignment
for the benefit of creditors. HYPOWER reserves the right to
suspend its performance until such payment or adequate assurance
of performance has been received. HYPOWER also reserves the right
to cancel Buyer's credit at any time for any reason. Buyer, in
order to provide security for the payment of the full price of
goods furnished hereunder, grants HYPOWER a security interest in
the goods and the proceeds thereof. Title to the goods shall
remain with HYPOWER, and goods furnished by HYPOWER shall not
become a fixture by reason of being attached to real estate, until
paid in full. Buyer agrees to execute any documents or furnish
information necessary to perfect this security interest.
WARRANTIES: Goods are sold only with such
warranties as may be extended by the manufacturer of the product.
Services performed by third parties are subject only to those
warranties extended by such third parties. HYPOWER MAKES NO
WARRANTY AND ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR
FITNESS, WHETHER STATUTORY OR OTHERWISE, ARE HEREBY EXCLUDED.
Buyer is responsible for installation and use in accordance with
manufacturer's instructions. HYPOWER personnel are not authorized
to alter this policy. The parties hereto agree that domestic sale
of goods laws shall apply to this order and not the United Nations
Convention on Contracts for the International Sale of Goods, and
any local enactment thereof (including but not limited to the
International Sale of Goods Contracts Convention Act).
LIMITATION OF LIABILITY: HYPOWER's liability on
any claim for loss or damage arising out of this contract or from
the performance or breach thereof or connected with the supplying
of any goods or services hereunder, or the sale, resale, operation
or use of such goods, whether based on contract, warranty, tort
(including negligence) or other grounds, shall not exceed the
price allocable to such goods or part thereof involved in the
claim, REGARDLESS OF CAUSE OR FAULT. THIS LIMITATION OF LIABILITY
REFLECTS A DELIBERATE AND BARGAINED FOR ALLOCATION OF RISKS
BETWEEN HYPOWER AND BUYER AND CONSTITUTES THE BASIS OF THE
PARTIES' BARGAIN, WITHOUT WHICH HYPOWER WOULD NOT HAVE AGREED TO
THE PRICE OR TERMS OF THIS CONTRACT. HYPOWER shall not, under any
circumstances, be liable for any labor charges without its prior
written consent.
HYPOWER SHALL NOT IN ANY EVENT BE LIABLE whether as a result of
breach of contract, warranty, tort (including negligence) or other
grounds FOR INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES including
but not limited to, loss of profits or revenue, loss of use of the
goods or any associated product, cost of capital, cost or
substitute products, facilities or services, downtime costs, or
claims of customers of Buyer for such damage.
If HYPOWER furnished Buyer with advice or other assistance which
concern any goods supplied hereunder, or any system of equipment
in which any such goods may be installed, and which is not
required pursuant to this contract, the furnishing of such advice
or assistance will not subject HYPOWER to any liability, whether
based on contract, warranty, tort (including negligence) or other
grounds.
NUCLEAR OR OTHER HAZARDOUS ACTIVITIES: Unless
specifically agreed to in writing by an authorized officer of
HYPOWER, goods said hereunder are not intended for use in
connection with any nuclear facility or any other hazardous
activity such as military or commercial aircraft, space
exploration, missile installations or other critical applications
where failure of a single component could cause substantial harm
to persons or property. If so used, HYPOWER disclaims all
liability for any nuclear damage, contamination or other damage or
injury and Buyer shall indemnify and hold HYPOWER harmless from
such liability whether as a result of breach of contract,
warranty, tort (including negligence) or other grounds. HYPOWER
and its suppliers shall not be liable to Buyer or its insurers
based on contract, warranty, tort (including negligence) or other
grounds for onsite damage to any property located at a nuclear
facility.
CANCELLATION: Buyer may cancel an order by mutual
agreement based upon payment to HYPOWER of reasonable and proper
cancellation charges.
RETURNED GOODS: Goods may not be returned without
the prior written consent of HYPOWER and payment by Buyer of a
minimum restocking charge of 15%. Authorized returns shall be
returned at Buyer’s sole expense, freight prepaid. There are NO
returns of special order items. No returns shall be accepted
following 60 days after delivery. No credit will be issued for
shipping charges or other special expenses. SHORTAGES/OVERAGES:
All shortages and/or overages must be identified within 14 days of
the date of shipment.
ASSIGNMENT OR DELEGATION: Buyer shall not assign
or delegate any or all of its duties or rights hereunder without
the prior written consent of HYPOWER.
APPLICABLE LAW: This Agreement is deemed to be
made in the Province of Saskatchewan and shall be governed by and
construed in accordance with the laws of such Province. The Buyer
agrees that The Limitation of Civil Rights Act of Saskatchewan,
and any other similar legislation in any other jurisdiction, shall
have no application to this agreement and the Buyer hereby waives
all benefits and remedies provided by such Act.
GENERAL: All orders are subject to acceptance by
HYPOWER. Any representation, affirmation of fact and course of
dealing, promise or condition in connection therewith or usage of
trade not incorporated hereto, shall not be binding on either
party. If any provision hereof shall be unenforceable, invalid or
void for any reason, such provision shall be automatically voided
and shall not be part of this agreement and the enforceability or
validity of the remaining provisions of this agreement shall not
be affected thereby.
SPECIAL TOOLS: Unless specifically stated in a
writing acknowledged by HYPOWER, and unless paid for by Buyer as
shown on the invoice, all special tools, dies, jigs, patterns,
machinery and /or equipment needed by HYPOWER for the performance
of this sale are, and shall remain, the property of HYPOWER.
