TERMS AND CONDITIONS OF SALE
01. Title to all products will pass to Buyer on delivery to carrier at Sellers plant regardless of any provisions for payment of freight or insurance by Seller, or of the form of shipping documents. If shipment is consigned to Seller, it shall be for the purpose of securing Buyer's obligation under this order. Risk of damage or loss following such delivery to carrier shall be on Buyer not withstanding selection of carrier by Seller. Seller shall be in no way and to no extent liable or responsible for safe or prompt arrival of any shipment.
02. Seller makes the following warranties and only the following warranties:
- The products conform to the standard of identity and quality, if any, stated on the face side hereof.
- The products are free from defects in materials and workmanship
- The Seller certifies that the products were produced in compliance with all applicable requirements of Section 6, 7, and 12 of the Fair Labor Standards Act of 1938, as amended, and of regulations and orders of the Administrator of the Wage and Hour Division issued under Section 14 thereof.
- For the purpose of Section 303(c) of the Federal Food, Drug and Cosmetic Act, no product listed herein which falls within the scope of the Act is adulterated or misbranded, within the meaning thereof or is an article which may not. under the provisions of Section 404, 505, or 512 of the Act, be introduced into Interstate commerce.
EXCEPT AS SPECIFICALLY STATED IN THE IMMEDIATELY PRECEDING PARAGRAPH 02, SELLER MAKES NO WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, AND ALL OTHER WARRANTIES, INCLUDING WARRANTIES AS TO MERCHANTABILITY OR FITNESS FOR USE, ARE EXPRESSLY EXCLUDED.
03. In the event of delivery by Seller to Buyer of any of the products listed herein in damaged or defective condition or in the event of a breach of any of the warranties made by Seller hereunder, Seller's only liability to Buyer or to anyone else shall be limited to the replacement, or at its option, payment of the cost of such replacement of such damaged, defective, or nonconforming product. In no event shall liability of the Seller to the Buyer or to anyone else for any bodily or property injury, loss or damage exceed Seller's net invoice price of such damaged or defective or nonconforming products. Seller shall not be liable for any indirect, special incidental or consequential damages of any nature whatsoever.
04. Each product shall be inspected by Buyer within five days after receipt of such product. Failure to so inspect shall constitute a waiver of Buyer's rights of inspection and shall be equivalent to acceptance of such product. If the Buyer after such inspection rejects any such product shipped pursuant to this contract, he shall fully specify all claimed defects and non-conformity in a notice of rejection sent to Seller within fifteen days after receipt of the product. The failure to specify any defect or non-conformity shall constitute a waiver of that defect or non-conformity. Materials shall not be returned to Seller without Seller's express permission.
05. Seller does not report, pay or collect any use tax, or similar tax which may be imposed upon the customer under the laws of the state to which shipment is to be made unless Seller shall separately state such charge to Buyer on this order and the invoice for such items. Buyer shall report and pay any sales or use taxes or similar taxes which may be imposed upon customer by reason or such order and shall hold the Seller harmless therefrom.
06. Orders are not assignable or transferable, in whole or in part, except with the written consent of Seller.
07. Stenographical, clerical, or computer errors on the face side hereof are subject to correction.
08. Seller shall not be liable for failure or delay in shipment of any accepted order or any part thereof by reason of shortage of materials, labor difficulties, floods, fires, government priorities, actions taken or threatened by any government agencies, acts of God, or other contingencies or acts not within the sole control of Seller. Seller reserves the right during the period of any shortage to allocate its available supplies among any or all of its purchasers on such basis as it may determine equitable without any liability therefore to Buyer.
09. Seller shall have the right to deliver any products ordered by a Buyer in separate shipments and on different dates. In the event of Seller's default in connection with any such installment delivery, Seller shall be deemed to be in default only as to the products delivered or to be delivered in such installment, and such default shall not constitute a total breach of the order as a whole nor shall it substantially impair the value of the order as a whole.
10. Packaging and packing is in accordance with Seller's standard practices, unless otherwise stated.
11. The Buyer represents and warrants to the Seller that Buyer will comply to the Export Administration Act of 1979, as amended and the Export Control Regulations issued pursuant to said Act.
12. This invoice may or may not include a discount (or discounts) or other reduction in price to the Buyer under section 1128B (b) (3) (A) of the Social Security Act (42)
U.S.C. 1320a-7b (b) (3) (A). Accordingly, Buyer shall disclose this discount or other reduction in price under any state or federal program which provides cost or charges based reimbursement to the Buyer for the goods and/or services provided by the Seller under this contract.
13. Unless otherwise agreed, it is understood the product herein specified is for consumption in the United States of America.
14. Seller shall not be required to deliver in any month more than the monthly quantity specified, or if no monthly quantity is specified, more than the pro rata amount of the maximum quantity specified.
15. Seller shall not be bound to tender delivery of any quantities for which Buyer has not given shipping instructions.
16. Money-Back Guarantee: If the Buyer is not completely satisfied for any reason with the initial order, the Buyer can return the unused portion of the order within the first 30 days for a full refund less the original shipping and handling charge. Money-Back Guarantee is not applicable on free bottle offers.