Terms and Conditions
PERFECT POWER SYSTEMS IS HEREIN CALLED "THE SELLER." THE PERSON, FIRM OR CORPORATION TO WHOM OR WHICH THIS QUOTATION IS MADE OR ACCEPTANCE IS PROVIDED IS HEREIN CALLED "THE BUYER."
- + ACCEPTANCE
No order issued by the Buyer as a result of this quotation or otherwise shall be binding on the Seller unless acknowledged in writing or by virtue of the Seller's performance and thereupon shall become a binding contract under the terms and conditions set forth herein and/or in the Seller's acceptance form.
No changes or revisions stated by the Buyer in its purchase order, or otherwise shall be binding upon the Seller if in conflict with the terms stated or referred to herein and/or in the Seller's acceptance unless expressly agreed to in writing subsequent to the Seller's acceptance. Acceptance of the Buyer's purchase order is subject to review of the Buyer's credit status, the Seller, at any time prior to shipment of goods, reserves the right to require security for payment. The Buyer agrees that security may take the form of a security interest in the goods sold and agrees to execute a Financing Statement should the Seller decide such security is warranted.
- + PRICES
The Buyer agrees that if the Buyer hereafter makes any change in the quantities scheduled for shipment from those shown on the face here of, the price of such units or parts may be changed to meet the Seller's price applicable to the changed quantities scheduled. Prices stated herein do not include any tax, excise, duty or levy now or hereafter exposed by any governmental authority on the manufacture, sale, delivery and/or use of account and the Seller will add all such assessments to the price stated if no proper exemption certificate is received relieving the Seller of the responsibility for paying or collecting such assessments. Unless otherwise agreed in writing by the Seller, all prices are FOB the Seller's factory. Title and risk of loss to all articles sold by the Seller to the Buyer shall pass to the Buyer upon delivery thereof by the Seller to a carrier for shipment to the Buyer subject to any security interest retained by the Seller.
- + DELAY
The Seller shall not be liable or responsible for damage, loss, delays or defaults in deliveries due to Acts of God, public enemies, laws, regulations or orders of the federal, state or local governments or their agencies, fires, accidents, strikes or labor troubles, riots or insurrection, unusually severe weather, or material or transportation shortages. The Seller shall also not incur liability or responsibility for delays in obtaining materials or supplies due to such causes or for other causes beyond the Seller's control, nor shall the Buyer cancel or have the right to cancel its purchase order because of delays or defaults in deliveries due to such causes.
- + CENTRAL LIGHTING INVERTER WARRANTY
The parts and on-site labor for the electronics portion of this equipment are warranted against defects in workmanship and material for a period of one (1) year from time of shipment If the Buyer installs the equipment by contract, the twelve (12) months shall run from the time of substantial completion of installation, provided the installation is not unreasonably delayed by the Buyer. In no case shall the total warranty period exceed eighteen (18) months from the date the Seller ships equipment from point of manufacture unless an extended warranty has been purchased. Said extension is subject to provisions outlined below.
Batteries cannot be disconnected from the unit for long periods (90 days) or they will not be able to charge, creating malfunction of both batteries and/or electronics and thereby voiding the warranty.
The warranty does not cover damage caused by abuse, shipping damage, improper environmental conditions, improper electronics and/or battery installation, service by unauthorized personnel, transportation of damaged equipment, unauthorized modifications, or acts of war. Damage due to lack of maintenance or damage resulting from installation in areas with other than normal temperatures are not covered. See the battery warranty policy for details, as adverse environmental conditions reduce battery life and void the warranty. Replacement of fuses, pilot lamps, and/or contractor labor is not included in warranty. Damage, do to acts of nature, such as, but not limited to, lightning, flooding, explosions and earthquakes, are not covered.
The warranty is limited to the repair and/or replacement of parts and/or units that upon examination at our factory and/or job site are determined to be defective and in our judgment are subject to repair or replacement. All such repair shall be manufacturer's exclusive remedy.
The warranty period may be adjusted because of special circumstances, but only by arrangement with the manufacturer at the time of purchase and put into writing.
THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. THE SELLER DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY OF THE GOODS OR OF THE FITNESS OF THE GOODS FOR ANY INTENDED PURPOSE.
The Seller is not liable for, and the Buyer waives any right of action it has or may have against the Seller for any consequential or special damages arising out of any breach of warranty and for any damages the Buyer may claim for damage to any property or injury or death to any person arising out of its purchase or the use, operation, or maintenance of the product. The Seller will not be liable for any labor subcontracted or performed by the Buyer for preparation of item under warranty for return to the Seller's factory or for preparation work for field repair or replacement. Invoicing of the Seller for labor either performed or subcontracted by the Buyer will not be considered as a liability by the Seller.
The Seller's obligations under this warranty are conditioned upon timely receipt of all payments in strict accordance with payment terms, time being of the essence in this regard. During the time while the Seller has not received any amount overdue. The Seller shall have no obligation under this warranty. The expiration date of the warranty shall not be extended upon payment of the overdue amount.
This warranty may be modified only in writing, signed by an officer of the Seller and shall extend to the Buyer as defined in this section but to no one else. Accessories supplied by the Seller but manufactured by others carry any warranty the manufacturers of such accessories have made to the Seller and which can be passed on to the Buyer.
- + EXTENDED WARRANTY?
Special on-site extended warranties are available upon request. An extended warranty can be purchased at the time of original purchase, or purchased prior to the end of the first year of operation. An extended warranty requires the operator to coordinate a Preventative Maintenance service call in the twelfth (12th) month of operation to qualify system for an additional twelve (12) months of on-site parts and labor coverage. Contact factory for details.
For additional warranty information, call the Field Service Department. See telephone number in User's Manual or on tags affixed to the system cabinets. The standard warranty can be extended and renewed for a nominal fee. Please contact the factory for pricing information.
- + ON-SITE TURN ON SERVICE, Units without startup
No startup or turn on service will be provided on these units. Buyer is responsible for freight cost to return parts to the factory for inspection and/or replacement. If parts are replaced under warranty, return freight will be pre-paid. If inspection indicates parts are not covered under warranty, buyer will be responsible for cost of replacement parts, and for cost of return freight. Removal and reinstallation of parts is not covered by warranty.
- + ON-SITE TURN ON SERVICE, Units with Telephone Startup and Turn on Service
Telephone supported turn-on service provided. Includes 24hr Technical Phone support. On-site service is not provided. Buyer is responsible for freight cost to return parts to the factory for inspection and/or replacement. If parts are replaced under warranty, return freight will be pre-paid. If inspection indicates parts are not covered under warranty, buyer will be responsible for cost of replacement parts, and for cost of return freight.
- + ON-SITE TURN ON SERVICE, Units with On-site and Turn on Service provided
Standard On-Site/Turn-on service applies to systems located within 50 miles of major commercial airport facilities. Surcharges can apply to installations beyond 50 mile radius from major commercial airport facilities. On-site parts and labor coverage is available during normal business hours (8am-5pm, Monday-Friday, Holidays excluded). Additional labor costs may apply if warranty service is requested during periods other than those shown.
- + PATENT PROTECTION
The Seller agrees to hold the Buyer and its customers harmless only against infringement of patents covering the material or part in the form sold by the Seller provided the Buyer or its customer promptly notifies the Seller of any claim or litigation and tenders to the extent of the Buyer ability to do so, the defense thereof to the Seller. The Buyer agrees to hold the Seller harmless from any liability of the Seller for infringement of patents by reason of manufacture according to the Buyer's specific design or by reason of the incorporation of said part in a more comprehensive assembly than sold by the Seller, provided the Seller promptly notifies the Buyer of any claim or litigation and tenders to the extent of the Seller's ability to do so, the defense thereof to the Buyer and/or the government where government contracts are involved.
- + CANCELLATION OR CHANGES
The Buyer shall have the right by written order to make changes in specifications or delivery schedules once agreed upon. If such changes alter the amount due under the purchase order or the time required for performance, an equitable adjustment of the price and/or time for performance shall be made. Changes, engineering or otherwise, affecting the function or performance of the articles ordered shall not be made without consent of the Seller in writing. Cancellations for the convenience of the Federal Government may be affected and cancellation charges paid as required by applicable Federal statutes or regulations.
Cancellation of an approved order (non-government) submitted to production shall be subject to a 100% restocking charge. If either the Buyer or the Seller should be declared insolvent, a receiver should be appointed for all or a substantial portion of the assets of either party by a court of competent jurisdiction, or if there should be filed in any such court and not dismissed within thirty (30) days any application or petition for adjudication of such insolvency or bankruptcy, or for the appointment of such a receiver, or involving the resetting or extension, however termed, of the obligations of the Buyer or the Seller, of if either the Buyer or the Seller should make an assignment of all or a substantial portion of its property for the benefit of its creditors, then upon the happening of any of such events, the other party may cancel any order placed by the Buyer with the Seller immediately by notice in writing sent to the opposite party by registered mail at its last known business address, or by personal service upon such party.
- + APPLICABLE LAW
Any provision which the Buyer is required to insert in this order by virtue of any valid federal or state law, or any valid rule or regulation issued thereunder, if specifically submitted in writing by the Buyer to the Seller before its acceptance of the order and if approved by the Seller in writing shall be deemed embodied therein by reference when this order is accepted. Notwithstanding the above, this quotation or acceptance and any resulting agreement shall be governed by and interpreted in accordance with the laws of the state of California. Regardless of the state to which products are shipped, because Perfect Power Systems is a California corporation doing business in California, these Term & Conditions, and all rights and obligations hereunder, shall in all respects be interpreted, enforced and governed by and under the laws of the State of California.
- + DRAWINGS
The Seller's prints or drawings attached heretofore or hereafter furnished by the Seller to the Buyer in connection with the obtaining or performance of the Buyer purchase order are the property of the Seller and represent a proprietary article in which Perfect Power Systems retains any and all patent and other rights, including exclusive rights of use and/or sale. Possession of such prints or drawings does not covey any permission to manufacture the article or articles shown therein or reproduce such prints or drawings, such permission to be granted only by specific authorization, in writing, signed by an officer or other authorized agent of Perfect Power Systems thereof. The Seller grants no license, express or implied, by virtue of drawings or materials provided by the Seller, other than the right of the Buyer to use the specific materials provided in the form delivered by the Seller. In the event drawing approval is required to commence fabrication, price and delivery schedule is subject to readjustment if approval is not received by the Seller within (30) days after the Seller submittal.
- + SPECIFICATIONS
a. If the Seller's model number appears on the face hereof, notwithstanding any correspondence from the Buyer referencing contrary information, then only the Seller's specifications and/or drawings for such model shall be applicable to the articles furnished under such order.
b. If only the Buyer part number appears on the face hereof, notwithstanding any correspondence from the Buyer confirming that number, then only such specifications as have been agreed upon in writing by the Buyer and the Seller prior to the date hereof shall be applicable to the products furnished under such order and no other additional specifications and no warranty or performance, including duration or length of time of performance, (except as to such performance or duration or length of time thereof as is included in specifications agreed upon in writing by Buyer and Seller prior to the date hereof) shall be applicable to the Product furnished by Seller under such order.
- + ERRORS
The terms and conditions hereof shall control over any purchase order or subsequent agreement or documents in direct conflict. Stenographic or clerical errors in this quotation are subject to correction.
- + PAYMENTS
Payment terms are net thirty (30) days after shipment. Absent of contrary agreement, partial shipments will be payable as they occur. When the equipment is ready for delivery, if the Buyer fails to provide shipping instructions or otherwise withholds direction for the delivery of the equipment, the equipment will be placed in storage, shipment will be considered accomplished and the 30-day payment period will begin. Payment in full will then be required before actual shipment to the Buyer can be made. At the end of the 30-day period, an extra charge of 3 percent per month will begin, covering the cost of storage, insurance and the use of capital.
- + DEFAULT
In the event of a default by Buyer of any of its obligations hereunder, Buyer agrees to pay all costs and expenses incurred by Seller in connection therewith, including but not limited to, reasonable attorney's fees, costs of suit and costs associated with repossession of merchandise and interest payment of 1.5% per month. The Buyer's obligations hereunder are incurred and shall be performed in Los Angeles County. STANDARD FACTORY ACCEPTANCE TESTING IS INCLUDED IN THE PRICE QUOTED. SPECIAL TESTING OR WITNESS TESTING ARE EXTRA COST ITEMS. CALL FACTORY FOR DETAILS.