[Company] [Products] [Technical Information]

TERMS AND CONDITIONS OF SALE

Splawn Belting, Inc. (“Seller”) makes no warranty of any kind, express or implied, except that the products sold hereunder shall be of the standard quality of the Seller and free of defects in workmanship and materials for 90 days after shipment. Buyer assumes all risk and liability resulting from the use of such products, whether used singly or in combination with other goods.  If at any time within the period of 90 days after shipment it is proved that the product was defective, Seller, at its sole option, shall either refund the purchase price or replace the defective product F.O.B. Seller’s plant: Buyer shall have no other or further remedy with respect thereto.  Such remedy is Buyer’s exclusive remedy. Seller neither assumes, nor authorizes any person to assume for Seller, any other liability in connection with the sale or the use of the product sold, and there are no other written or oral agreements or warranties collateral to, or affecting, this agreement.

THE EXPRESS WARRANTY HEREIN SET FORTH IN EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WHICH ARE HEREBY DISCLAIMED.  In the event of any defect or breach or repudiation by the Seller, Seller will not be liable for (and Buyer shall not be entitled to recover for) any other injury, loss, damage, or expense, whether direct, special, incidental or consequential.

             (1) Orders are accepted and approved at the home office of Splawn Belting, Inc. in Burlington, North Carolina.  No Sales representative of the Company has the authority to change any prices, terms or conditions without written authorization of the home office.

            (2) Orders for the belting products cannot be cancelled or altered without the previous written approval from Splawn Belting, Inc.  Charges may be applied to changes or cancellations of the original order.

            (3) Delivery dates are subject to change without notice, due to unforeseen circumstances beyond the control of the Company, i.e., strikes, fires, accidents, any circumstances beyond the reasonable control of Seller, etc...  Splawn Belting, Inc. will make every effort to meet promised delivery dates, but cannot guarantee specified delivery dates or accept any added expenses incurred from such delays. Specifically, if delivery is delayed for any reason, whether due to Seller’s fault or otherwise, it is   understood that the Seller is not liable for any consequential damages for secondary charges or losses of any nature resulting therefrom, including but not limited to loss of use, profit, income or production.

Possession of this pricing information cannot be considered as an offer to sell the possessor of this information the items contained herein at the prices listed.

ALL PRICES ARE SUBJECT TO CHANGE WITHOUT NOTICE.

Accounts will be paid in accordance with the payment schedule specified by the Seller at the time of each transaction. There will be a FINANCE CHARGE of 1.5% per month which is an ANNUAL PERCENTAGE RATE of 18% on all past due account balances, and customer will be charged with any collection expense, including reasonable attorney’s fees, which may become necessary to effect collection of past due accounts

The sale of the products or services of Seller are subject to these conditions of sale.  No modifications of, or additions to these terms will be recognized by Seller unless specifically agreed to in writing by an authorized officer of Seller.  Failure of Seller to object to provisions contained in any purchases order or other communication from the Buyer shall not be construed as a waiver of these terms and conditions or acceptance of other or additional terms and conditions.  In the event of any conflict between the terms herein and those contained in Seller’s order confirmation, the terms of the order confirmation shall control.

The terms and conditions set forth herein shall be deemed accepted by the Buyer after the Buyer’s signature is affixed hereto or upon delivery of the goods or services specified herein to the Buyer, whether or not written acceptance is given by Buyer, whichever occurs first.  Notice of acceptance is hereby waived by the Buyer.

Buyer submits to the jurisdiction of the state and federal courts of the State of North Carolina for the resolution of any legal action arising out of this Agreement and agrees that venue for such legal action shall lie exclusively in Alamance County, North Carolina, for any state court action, or in the Middle District of North Carolina for any action instituted within the federal court system.

The parties agree that the laws of the State of North Carolina shall govern the interpretation and enforcement of this Agreement.