Terms and Conditions
Sterilizer Autoclave Solutions, or (SAS) Terms and Conditions of Sale
I know and agree that Sterilizer Autoclave Solutions SELLS SCICAN PRODUCT TO MEDICAL BUSINESSES ONLY! I understand that Sterilizer Autoclave Solutions DOES NOT SELL SCICAN PRODUCTS TO DENTISTS OR ANYONE AFFILIATED WITH SUCH and by agreeing to the terms and conditions set forth I am stating that if I purchase ANY SCICAN PRODUCTS that I AM NOT A DENTIST NEITHER ARE ANY OF MY PURCHASES GOING TO BE ASSOCIATED WITH ANY DENTAL BUSINESSES.
1. Contract. Each sale of SAS products and services ("Products") and the acceptance of any purchase order submitted by a purchaser of Products ("Purchaser") is expressly made conditional on Purchaser's assent to these Terms and Conditions of Sale (“Agreement”), and SAS agrees to furnish the Products only upon the terms and conditions of this Agreement. Any additional, different, or conflicting terms and conditions set forth in any documents issued by a Purchaser at any time, including without limitation any purchase orders and any specifications are hereby objected to by SAS, shall be wholly inapplicable to any sale of Products and shall not be binding in any way on AEP. No waiver or amendment to the terms and conditions of this Agreement shall be binding on AEP unless made in a writing expressly stating that it is such a waiver or amendment and signed by SAS.
2. Limited Warranty. Each Product sold by SAS is accompanied by following limited warranties, unless otherwise specified by SAS:
Sterilizer Autoclave Solutions ("SAS") warrants to the original retail purchaser that it will repair or replace components of the Autoclave products Sold by SAS (except for components not warranted under "Exclusions") that are defective in material or workmanship under normal use and service. SAS's obligation under this warranty is limited to the repair or replacement, at SAS's option, of the applicable components. This limited warranty shall only apply to defects that are reported to SAS within the applicable warranty period (90 DAYS) and which, upon examination by Sterilizer Autoclave Solutions, prove to be defective. This warranty extends only to the first retail purchaser of a product, and is not transferable or assignable.
APPLICABLE WARRANTY PERIOD
The applicable warranty period, measured from the date of delivery to the original retail purchaser, shall be as follows:
1. Autoclave PRODUCTS are warranted for the periods indicated below, from the time of delivery:
(a) Ninety (90) days On all refurbished Autoclaves Sold, Parts and Labor.( Preformed by Sterilizer Autoclave Solutions)
2. New Parts Are only Warrantied under defect. And must Be returned Within 7 Business Days. No Exceptions
OBTAINING WARRANTY SERVICE
Warranty service must be obtained through Sterilizer Autoclave Solutions. SAS may be contacted for warranty service inquiries or issues via email at www.sterilizerautoclave.com, by phone at 727-330-7023, or by mail to Sterilizer Autoclave Solutions, 1035 Clover Gap Drive, Charlotte, NC 28214.
It is the retail purchaser’s obligation to arrange for delivery of a product to Sterilizer Autoclave Solutions dealer for warranty service,
which delivery shall be at retail purchaser’s expense. It is also the retail purchaser’s obligation to comply with the warranty service instructions provided either by SAS dealer. The retail purchaser must provide SAS with completed Professional Evaluation of damges and or defects by a Certified Dental Or Bio- Medical Technician within Nintety (90) days after purchase in order to obtain the benefits of this warranty.
This warranty does not cover and Sterilizer Autoclave Solutions shall not be liable for the following:
(1) defects, damage, or other conditions caused, in whole or in part, by misuse, abuse, negligence, alteration, accident, freight damage, tampering, or failure to seek and obtain repair or replacement in a timely manner;
(2) matching of color, grain, or texture.
(3) changes in color caused by natural or artificial light;
(4) products which are not installed, used, and properly cleaned and maintained as required By a Certified Dental or Bio-Medical Equipment Technician. Professional Equipment Technician Reports Required.
(5) products considered to be of a consumable nature;
(6) accessories or parts not manufactured by SAS;
(7) specially manufactured products;
(8) charges by anyone for adjustments, repairs, replacement parts, installation, or other work performed upon or in connection with such products which are not expressly authorized in writing in advance by Sterilizer Autoclave Solutions;
(9) costs and expenses of routine maintenance and cleaning; and
(10) representations and warranties made by any person or entity other than Sterilizer Autoclave Solutions.
EXCLUSIVE REMEDY; CONSEQUENTIAL DAMAGES DISCLAIMER
Sterilizer Autoclave Solutions ONLY OBLIGATION UNDER THIS WARRANTY IS THE REPAIR OR REPLACEMENT OF DEFECTIVE PARTS. (AEP) SHALL NOT BE LIABLE FOR AND HEREBY DISCLAIMS ANY DIRECT, SPECIAL INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR DELAYS INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR INCOME, LOSS OF USE, DOWNTIME, COVER, AND EMPLOYEE OR INDEPENDENT CONTRACTOR WAGES, PAYMENTS, AND BENEFITS..
No person or firm is authorized to create or approve for Sterilizer Autoclave Solutions any other obligation or liability in connection with the products.
THIS WARRANTY IS Sterilizer Autoclave Solutions ONLY WARRANTY AND IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. (AEP) MAKES NO IMPLIED WARRANTIES OF ANY KIND INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THIS WARRANTY IS LIMITED TO THE REPAIR OR REPLACEMENT OF DEFECTIVE PARTS.
STATUTE OF LIMITATIONS
No action may be brought against Sterilizer Autoclave Solutions for breach of this limited warranty, an implied warranty, if any, or for any other claim arising out of or relating to the products.
3. Delivery and Acceptance. SAS will make reasonable efforts to notify Purchaser of the anticipated delivery date of the Products. Purchaser shall be on site upon delivery and shall be responsible for unloading the Products. If within forty-eight (48) hours of delivery Purchaser has not provided SAS an itemized written notice of an objection to the condition of the Products, Purchaser shall be deemed to have accepted the Products as satisfactory in all respects.
4. No Damages for Delay. Although SAS will attempt to meet shipment and delivery schedules, SAS will not be liable to Purchaser for any damages resulting from late shipment or delivery, including but not limited to direct, indirect, economic, incidental, or consequential damages, including without limitation lost profits or income, loss of use, downtime, cover, and employee or independent contractor wages, payments, and benefits.
5. Transportation Expenses. All transportation expenses shall be paid by Purchaser. Purchaser shall be responsible for making all in-transit damage claims to the shipper or carrier.
6. Risk of Loss. The risk of loss, theft, destruction, or damage to the Products shall pass to Purchaser F.O.B. SAS applicable manufacturing facility.
7. Taxes. The purchase price does not include sales, use, excise, or similar taxes. Consequently, in addition to the purchase price for Products, the amount of any present or future sales, use, excise, or other tax applicable to the sale or use of the Products sold hereunder shall be paid by Purchaser, or in lieu thereof, Purchaser shall provide SAS with a tax-exemption certificate acceptable to the taxing authorities. Purchaser shall indemnify, defend, and hold SAS harmless from all such taxes.
8. Limitation of Liability. SAS's liability for any claim of any kind, including negligence and breach of warranty, for any loss or damage resulting from, arising out of, or relating to the manufacture, sale, delivery, resale, repair, or use of the Products shall in no case exceed the purchase price for the Products which give rise to the claim.
9. Force Majeure. SAS shall not be liable for any actions or failure to act due to causes beyond its reasonable control, or due to acts of God, acts of Purchaser, acts of civil or military authority, priorities, fires, strikes, floods, epidemics, quarantine restrictions, war, riots, delays in transportation, car shortages, and inability due to causes beyond its reasonable control to obtain necessary labor, materials, or processing facilities.
11. Termination, Reduction in Quantity, Rescheduling Delivery. In the event Purchaser desires to terminate any part or all of its purchase order, reduce the quantity of the Products ordered, or reschedule the delivery, fair compensation shall be made to SAS which shall take into account, among other things, expenses incurred and commitments already made by SAS, reasonable costs and expenses incurred by SAS in making settlement hereunder, the increased costs incurred by SAS by reason of a revision in the delivery schedule, and in the case of termination or reduction in the quantity of Purchaser’s purchase order, the profit reasonably anticipated by SAS. Unless in a writing duly executed by SAS, no revisions or amendments to the agreement of the parties described in Section 11 or 12 hereunder shall affect any rights of SAS under this agreement or applicable law.
12. Return Policy. Returns must be accepted wtihin 14 Days after purchase. Prior authorization must be obtained from SAS for the return of any Product, which authorization SAS may withhold at its discretion. If a return is authorized, transportation charges must be prepaid by Purchaser. Items returned for credit are subject to a charge of 25% or more to cover inspection, reconditioning, restocking, and repackaging. Returned goods must be received undamaged. Risk of loss with respect to returned goods shall remain with Purchaser until receipt by SAS.
13. Remedies. In the event of Purchaser's default under these Terms and Conditions of Sale or in the performance of any purchase order, SAS shall have available all rights and remedies at law or in equity. Purchaser agrees to pay SAS all costs and expenses, including attorney's fees, incurred by SAS in exercising any of its rights and remedies. No failure on the part of SAS to exercise and no delay in exercising any right or remedy shall operate as a waiver thereof. No waiver by SAS of any default shall constitute a waiver by SAS of any additional or subsequent default.
14. Entire Agreement. All agreements and understandings of any character heretofore made between SAS and Purchaser are embodied herein, and no changes shall be made hereto unless the same shall be in writing and duly signed by an authorized representative of both SAS and Purchaser. No terms or provisions contained in any purchase order submitted by Purchaser shall apply.
15. Severability. In the event any provision of these Terms and Conditions of Sale is held or determined by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions hereof shall remain in full force and effect.
16. Arbitration. SAS may, at its discretion, settle any claim or controversy arising out of or relating to any purchase order, or the breach of non-performance of any provision hereof, by arbitration in accordance with the Arbitration Rules of the American Arbitration Association in effect at the time such claim or controversy arises. Purchaser and SAS agree that any arbitration shall be administered and conducted at Largo,FL.
17. Governing Law. This Agreement shall be governed by, construed, and enforced in accordance with the internal laws of the State of Florida without reference to its conflict of laws provisions. Purchaser hereby submits to the exclusive jurisdiction of courts of competent jurisdiction in Pinellas County, Florida with respect to any claim or controversy arising out of or relating to this Agreement, or the breach of non-performance of any provision hereof. The United Nations Convention for the International Sale of Goods shall not be applicable to this Agreement.