DISCLAIMER OF WARRANTY. THE SELLER MAKES NO WARRANTIES EXPRESSED OR IMPLIED, INCLUDING WARRANTIES AS TO MERCHANTABILITY OR AS TO THE FITNESS OF THE MERCHANDISE FOR ANY PARTICULAR USE OR PURPOSE AND BUYER PURCHASES SAID MERCHANDISE ON AN "AS IS" BASIS. SELLER SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE, DIRECTLY OR INDIRECTLY ARISING FROM THE USE OF SUCH MERCHANDISE OR FOR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS).
SHIPMENT.All sales are FOB point of shipment unless expressly stipulated otherwise in writing. The risk of loss or destruction of, or damage to, the merchandise shall pass to the buyer from and after delivery of the merchandise to buyer or when the merchandise is delivered to the carrier, whichever occurs first.
TAXES. All prices quoted are exclusive of all taxes including state and local use, sales, property and similar, taxes. Buyer agrees to pay such taxes unless buyer has provided seller with valid exemption certificates.
RETURNS. Merchandise normally carried in our inventory may be returned unused in resalable condition and in their original packaging within thirty (30) days of purchase for credit only upon our acceptance. Such returned merchandise must be accompanied by a copy of the applicable invoice and buyer shall be subject to at least a twenty percent (20%) charge based upon the purchase price of the goods plus all transportation charges.
CHARGEBACKS. Seller will not be liable for any chargebacks, for any reason, without seller's prior written consent. In any event, before buyer submits a request for chargeback, buyer must first give seller the opportunity to correct the alleged problem itself or at its own expense.
DELIVERY DATES. Delivery dates are not guaranteed and delays in delivery of the merchandise will not constitute grounds for chargeback or any other claim for damages against seller for failure to meet such date(s).
ATTORNEY FEES AND COST. Purchaser shall pay seller all of Seller's cost and expense, including reasonable attorney's fees incurred in collecting amounts due from buyer hereunder or in enforcing any rights of seller hereunder.
SEVERABILITY. Each right an obligation of this agreement is separate and severable from the others and if any one or more or part of them are deemed void or unenforceable, the other obligations remain in effect.
CONTROLLING PROVISION. These terms and conditions shall supersede any provisions, terms and conditions contained on any confirmation, order, purchase order, or any other writing of buyer which it may give, and the rights of the parties shall be governed exclusively by the provisions, terms and conditions hereof. This order may not be changed or modified orally, and changes or modifications must be in writing and signed by both parties. Further, under no circumstances shall seller ever be obligated to indemnify or hold the buyer harmless from any claims arising from, or out of, the merchandise being purchased hereunder.
GOVERNING LAW. This agreement shall be governed by and construed in accordance with the laws of the State of Michigan.