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LIMITATION OF LIABILITY & WARRANTY  DISCLAIMER

Goods sold by Dealers Electrical Supply Co. are the products of reputable manufacturers. Dealers Electrical Supply Co. shall use the best efforts to obtain from each manufacturer, in accordance with the manufacturer's warranty (copies of which will be furnished upon request) or customary practice, the repair or replacement of goods that may prove defective in material or workmanship.  The foregoing  shall constitute the exclusive remedy of the Buyer and the sole obligation of Dealers Electrical Supply Co.  Except as to title, THERE ARE NO WARRANTIES, EITHER WRITTEN OR ORAL, IMPLIED OR STATUTORY, relating to goods sold by Dealers Electrical Supply Co. to Buyer which extend beyond that described in this paragraph. NO IMPLIED STATUTORY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE SHALL APPLY.
Dealers Electrical Supply Co.'s liability on any claim for loss or damage arising out of any agreement for the sale of goods or from the performance or breach thereof connected with the supplying of any goods, or their sale, resale, operation or use, whether based on contract, warranty, tort (including negligence) or other grounds, shall not exceed the price allowable to such goods or part  thereof involved in the claim. Dealers Electrical Supply Co. shall not in any event be liable, whether as a result of breach of contract, warranty, tort (including negligence) or other grounds, for special, consequential, incidental, or penal damages including, but not limited to, loss of profits or revenue, loss of use of the product or any associated product, cost of  substitute  products,  facilities or services, downtime costs, or claims of customers of the Buyer for such damages. If Dealers Electrical Supply Co. furnishes Buyer with advice or other assistance which concerns any  goods supplied hereunder,  or any system or 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 Dealers Electrical Supply Co. to any liability, whether based on contract, warranty, tort (including negligence) or other grounds.

STANDARD TERMS & CONDITIONS OF SALE

  1. Buyer in order to provide security for the payment of the full price of goods furnished hereunder, grants Dealers Electrical Supply Co. a security interest in said goods. Buyer agrees to execute any documents or furnish information necessary to perfect this security interest.

  2. Payment terms are vendor discount if paid by the 10th  day of the following month of purchase, net 15th.  No discounts allowed on credit card payments.

  3. Payment of any indebtedness due Dealers Electrical Supply Co. by Buyer shall be made in Waco, McLennan County, Texas. In the event Buyer does not pay when due, Buyer agrees to pay interest on past due amounts at 1-1/2% per month, or the maximum non-usurious rate allowable by law. Notwithstanding anything to the contrary contained herein or in invoices of Dealers Electrical Supply Co. to Buyer, no provision thereof shall require the payment or permit the collection of interest in excess of such maximum non-usurious rate.

  4. If if is necessary for Dealers Electrical Supply Co. to institute legal proceedings against Buyer to enforce the terms hereof, or to recover any indebtedness or damages, Dealers Electrical Supply Co. shall be entitled to recover from Buyer its reasonable attorneys’ fees, costs and expenses.

  5. Unless otherwise stated, all quotations expire 30 days from their date, and may be modified or withdrawn by Dealers Electrical Supply Co. prior to any acceptance. All quotations and prices 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 paid by Buyer. Dealers Electrical Supply Co. reserves the right to correct all errors and omissions. Quantities and unit prices are for the specific quotations only; any increase or decrease in quantities is solely at the option of Dealers Electrical Supply Co. Dealers Electrical Supply Co. assumes no responsibility for quoted materials meeting any job specifications or requirements unless specifically so stated in its written quotation. Dealers Electrical Supply Co. is merely quoting its interpretation of Buyer's requirements and bill of material.

  6. As to goods delivered by Dealers Electrical Supply Co.'s truck, title passes upon delivery at the place Buyer receives possession; and, thereafter, all risk of loss or damages shall be on Buyer. Deliveries by common carrier are f.o.b. shipping point. On direct shipments from manufacturers, titles passes to Buyer at point and time of delivery to carrier; and thereafter, all risk of loss or damage shall be on Buyer. Damage or shortage claims arising from direct shipments are to be made by Buyer against carrier. Dealers Electrical Supply Co. assumes no responsibility beyond delivery to carrier in good order and is not responsible for loss, damage, or delay occurring thereafter. All items shown as freight allowed pertain to particular items and quantities. Any deviation after placement of order, such as changes in quantity or partial release, will be subject to the manufacturer's terms and conditions where applicable. Extra labor or mechanical facilities required to unload shall be provided by Buyer without any cost to Dealers Electrical Supply Co.

  7. Shipping dates are not guaranteed, but if stated, are based upon best information then available and unless otherwise specifically stated in writing are subject to change without notice. Dealers Electrical Supply Co. 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 impractability. In the event of such delay, the date of delivery or performance shall be extended for a period equal to the time lost by reason of delay.

  8. No goods will be accepted for return without the written permission of Dealers Electrical Supply Co. Normally stocked items in resalable condition will be accepted for credit subject to a restocking charge. Manufacturers' restocking charges will apply when materials has to be returned to manufacturer. Goods will not be accepted for return after 60 days from date of delivery. Specially ordered items or abnormal quantities of stock items will not be accepted for return until Dealers Electrical Supply Co. has secured permission and terms of return from Dealers Electrical Supply Co.'s sources of supply and such terms have been accepted by the Buyer.  All goods claimed to be defective shall be held subject to inspection by Dealers Electrical Supply Co.  and/or the manufacturer.

  9. Should shipments be held or stored beyond delivery date for convenience of Buyer, Dealers Electrical Supply Co. may, at its option, assess reasonable charges for any expense incident to   such delay.

  10. Since the products sold by Dealers Electrical Supply Co. are not manufactured by Dealers Electrical Supply Co. but are sold under its respective manufacturers' brand or trade names, Dealers Electrical Supply Co. hereby disclaims any and all warranties against patent infringement. Dealers Electrical Supply Co. shall, however, if given prompt notice by the Buyer of any claim of patent infringement with respect to any product sold hereunder, use its best efforts to secure for the Buyer such indemnity rights as the manufacturer may customarily give with respect to such product.

11.  No waiver, alteration or modification of any of the provisions hereof shall be binding upon Dealers Electrical     

       Supply Co. unless specifically assented to in writing by an authorized representative of Dealers Electrical

       Supply Co. Management.