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Terms and Coditions

Serenity Walk In Tubs is offering credit to approved busineses under the terms: Net 30 Days 2% 10.

To apply for credit, please complete the forms below and return to us by FAX: (817) 764-6392 or by mail P.O. BOX 136805, FORT WORTH, TEXAS 76135

Serenity Tub - TERMS AND CONDITIONS OF SALE


By submitting a purchase order to Serenity Tubs(Seller), Buyer agrees to comply with Seller’s Terms and Conditions of Sale set forth on both sides of this document.  Acceptance of Buyer’s purchase order is expressly limited to the Terms and Conditions set forth herein and none of Buyer’s terms and conditions shall apply by Seller’s acceptance of Buyer’s purchase order, unless specifically changed in writing signed by an authorized representative of Seller.

1.  All invoices are net and due and payable upon receipt at Fort Worth, Texas, unless otherwise indicated on our Acknowledgment and/or Invoice.  A monthly charge of 1-1/2% (but not to exceed 18% per annum simple interest) will be added to past due accounts or the maximum permitted by law if less.

2.  Delivery is subject to Federal and State laws and regulations, fires, strikes, disputes with workmen, floods, accidents, embargoes, delays in transportation, shortage of cars, shortage of fuel, or other material, shortage of labor and any other causes beyond the Seller’s control.  Seller shall not be liable for damages incurred due to non-delivery or delay in delivery.

3.  Quotations and sales are F.O.B. point of shipment and title to all properties sold shall pass upon delivery to carrier, unless otherwise expressly stated.  In such stated cases and in the event of damage or loss in transit, consignee must give immediate written notice to the carrier’s agent at destination and to the Seller.  Within 5 days after receipt of goods the Seller must be notified of any claims for shortages, nonconformance with specifications, errors in shipment or errors in charges.  Quotations and sales prices do not include any charges for special packing, handling, or marking directions of Buyer.

4.  All orders are subject to approval and acceptance by Seller’s Home Office and Seller’s ability to purchase and allocate necessary raw materials and containers at prices in effect at time of acceptance, disregarding for this purpose any unallocated inventory in Seller’s possession.  Neither deliveries nor firm prices are guaranteed. After acceptance of Buyer’s purchase order, the purchase price, as specified therein, shall be increased as provided in Paragraph 18 below.

5.  If the Buyer fails to fulfill the terms of payment of any order between the Buyer and Seller , the Seller may defer further shipments until such payments are made or may cancel any or all unshipped orders.  The Seller reserves the right to require from the Buyer at any time satisfactory security for performance of the Buyer’s obligations under any order placed with Seller and refusal or failure to furnish such security will entitle the Seller to suspend shipment until such security is furnished or to cancel the order, or orders, or the unshipped portion thereof.  Seller reserves a security interest in the material which is subject of the sale until payment in full is received and the Buyer agrees to do and authorizes Seller to do everything necessary to preserve and perfect such interest under applicable law.

6.  Seller guarantees the standard quality of materials ordered and their adherence to Seller’s submittal information, and/or the Seller’s published specifications, if any. However, as the use of Seller’s products is beyond its control, seller expressly disclaims responsibility for their handling, use, storage results obtained or any injury however caused, or for any dimensions, measurements, layouts or design unless otherwise agreed by seller in writing.

7.  Seller’s warranty with respect to products shown is void if the service conditions are not accurately and completely disclosed to the seller. If such conditions different from those approved or recommended in our current published literature, written approval by the Seller is required.

8.  All sales are final and no return of material will be allowed, without Seller’s approval.

9.  All products and goods are furnished in accordance with these terms and conditions of sale.  Seller is not obligated for any breach beyond the replacement, F.O.B. point of manufacture, of such goods as prove defective in material or workmanship with one (1) year of date of delivery, or the allowance of credit therefore at Seller’s option, provided such goods are in the hands of the original Buyer and have not been misused, mishandled, or improperly installed. Replacement or credit shall be Buyer’s sole and exclusive remedy.  Seller is not responsible for costs associated with locating, removing, and then re-installing said defective materials.  Seller’s sole responsibility, if it is determined by Seller that materials are in fact defective, is limited to the replacement of the materials determined to be defective within their warranty period.  The Seller shall be notified promptly of any material claimed to be defective and such material shall be subject inspection by the Seller. Except as otherwise specifically agreed by seller in writing, and except as to title, it is expressly agreed (1) that there is not warranty of merchantability, or a fitness for a particular purpose, nor other warranty, express, implied or statutory, nor any affirmation of fact, or promise, by the seller with reference to the goods sold hereunder, or otherwise, which extends beyond the description on the fact hereof and if applicable, other written specifications mutually agreed upon by the seller and the buyer, and(2) that the buyer acknowledges that it is purchasing the goods solely on the basis of the commitments of the seller expressly set forth herein or in any written specification mutually agreed upon by the seller and the buyer.  

WAIVER OF CERTAIN CLAIMS FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES AND OTHER RIGHTS


10.  SELLER SHALL NOT BE LIABLE FOR ANY INCIDENTIAL OR CONSEQUENTIAL DAMAGEES RESULTING FROM ANY BREACH OF ITS AGREEMENT(S) WITH BUYER, REGARDLESS OF THE LEGAL THEORY UNDER WHICH SELLER’S POOR PERFORMANCE OR LACK OF PERFORMANCE IS ASSERTED.  THIS EXCLUSION OF LIABLLITY INCLUDES, BUT IT IS NOT LIMITED TO ANY ALLEGED BREACHES OF EXPRESS OR IMPLIED WARRANTED OF MERCHANTIBILTIY OR FITNESS FOR A PARTICULAR PURPOSE.  SELLER SHALL HAVE NO LIABLITY IN TORT, DELICT, OR OTHERWISE, FOR CARELESSNESS, FAILURE TO USE DUE CARE, NEGLIGENCE, GROSS NEGLIGENCE, WANTON DISREGARD, CONSCIOUS INDIFFERENCE, OR ANY SIMILAR THEORY IN CONNECTION WITH THE DESIGN, MANUFACTURE, SALE, DELIVERY, INSTALLATION, OR MAINTENANCE OF ITS PRODUCTS.  BUYER ACKNOWLEDGES THAT IT HEREBY WAIVES ANY COMMON LAW, CIVIL LAW, OR STATUTORY TORT OR DELICT CLAIM AGAINST SELLER IN CONNECTION WITH SELLER’S PERFORMANCE, POOR PERFORMANCE, OR LACK OF PERFORMANCE UNDER ITS AGREEMENT(S) WITH BUYER.  BUYER’S SOLE REMEDY FOR SELLER’S BREACH OF CONTRACT, FAILURE TO USE DUE CARE, DELICT, NEGLIGENCE, GROSS NEGLIGENCE, WANTON DISREGARD, CONSCIOUS INDIFFERENCE, OR ANY SIMILAR THEORY, SHALL BE THE REPAIR OR REPLACEMENT OF ANY DEFECTIVE PRODUCTS PURCHASED FROM SELLER AND ONLY IF BUYER REQUESTS SUCH REPAIR OR REPLACMENT WITHIN ONE YEAR OF PURCHASE.  IN THE EVENT OF ANY LAWSUIT AGAINST SELLER, BUYER HEREBY WAIVES ANY CLAIM FOR ECONOMIC LOSSES, CONSEQUENTIAL DAMAGES, INCIDENTAL DAMAGES AND/OR ATTORNEYS’ FEES.  WITH RESPECT TO ANY LITIGATION AGAINST SELLER RELATED IN ANY WAY TO THE AGREEMENT BETWEEN BUYER AND SELLER, BUYER HEREBY AGREES THAT THE STATE OR FEDERAL COURTS IN TARRANT COUNTY, TEXAS SHALL HAVE PERSONAL JURISIDCTION OVER SELLER AND BUYER FOR PURPOSES OF THE LITIGATION.  BUYER FURTHER AGREES THAT EXCLUSIVE VENUE FOR ANY SUCH ACTION SHALL LIE IN A STATE OR FEDERAL COURT LOCATED IN TARRANT COUNTY, TEXAS AND BUYER AGREES THAT IT WILL NOT FILE ANY LAWSUIT AGAINST SELLER IN ANY OTHER JURISDICTION, NOTWITHSTANDING THE FACT THAT PERSONAL JURISDICTION MAY EXIST IN OTHER VENUES.  SELLER WILL NOT SHIP ANYPRODUCTS UNTIL BUYER SIGNS IN THE SPACE PROIVDED BELOW AND RETURN A COPY TO SELLER.
                               
11.  Materials shall be subject to Seller’s standard manufacturing variations, classifications and extras.  Seller reserves the right to change specifications at any time without incurring any obligation for products previously or subsequently sold.  All goods made to special specifications are deemed to be inspected and accepted before shipment is made.  Orders for goods “Made to Order” may not be cancelled.  Buyer may cancel its order only with the written consent of the Seller and then only upon the payment of the cancellation charge determined by the Seller to be reasonable under the circumstances, provided that in no event  is the cancellation charge less than ten percent (10%) of the purchase price.

12.  Any taxes, excises, levies or charges which the Seller may be required to pay or collect under any existing or future law, upon or with respect to services and/or the sale, purchase, delivery, storage, processing, use, consumption or transportation of any of the materials covered herein shall be for the account of the Buyer and the quoted or otherwise applicable prices shall be increased thereby.

13.  Failure of the Seller to enforce any of these conditions or to exercise any right accruing through the default of the Buyer shall not affect or impair the Seller’s rights in case such default continues or in case of any subsequent default of the Buyer and such failure shall not constitute a waiver of Seller’s rights in regard to other or future defaults of the Buyer.

14.  In no event shall the seller be liable for (1) any incidental, consequential, or special damages of any type or nature in connection with the buyer’s purchase and use of the goods herein sold, whether same arise out of negligence, strict liability in tort, contract or otherwise, or (2) for any damages of any kind whatsoever, including incidental, consequential, or special damages, for the design of any system or the components thereof  in which the goods sold to buyer are incorporated, or otherwise used by the buyer, even though seller may give instructions or advice to purchaser with respect to the use and application of the goods sold hereunder, or (3) for any damages of any kind whatsoever for delay in shipment or non shipment of any goods ordered hereunder, irrespective of any fault of the seller. No statement or recommendation made or assistance given by the Seller or its representatives to the Buyer or its representatives in connection with the use of any products by the Buyer shall constitute a waiver by the Seller of any of the provisions herein or affect the Seller’s liability, as herein defined.

15.  Seller certifies that goods of its manufacture covered hereby were produced in compliance with all applicable requirements of the Fair Labor Standards Act of  1938, as amended, and of the regulations and orders issued there under.

16.  There are no understandings or agreements between the Buyer and the Seller relative hereto which are not fully expressed herein, and no change made herein shall be valid unless is made in writing and signed by both parties.

17.  The validity, interpretation or performance of this transaction as well as the rights and duties of the parties hereunder shall be interpreted and construed pursuant to and in accordance with the laws of the State of Texas.

18.  Seller offers to sell the goods, materials, equipment or services described in strict accordance with the terms and conditions stated herein.  Submittal of a purchase order by Buyer shall be deemed an acceptance of this offer, which offer and acceptance shall constitute a legally enforceable contract between Buyer and Seller. Any additional or differing terms and conditions contained on Buyer’s purchase order (whether or not such terms materially alter this offer are hereby rejected by Seller and shall not become part of the contract between Buyer and Seller unless expressly consented to in writing by Seller. If the Terms and Conditions stated in Buyer’s order are inconsistent with the Terms and Conditions of Sale contained herein, the Seller’s acknowledgment of Buyer’s purchase order shall constitute a counter offer and the Buyer shall be deemed to accepted these Terms and Conditions of Sale, unless Buyer notifies the Seller to the contrary in writing within five (5) days after receiving Seller’s acknowledgment.

19.  Prices contained in this offer to sell are firm upon receipt and acceptance by Seller of Buyer’s written purchase order provided: (1) Buyer’s purchase order is received and accepted by Seller within thirty (30) days of the submission of this offer, (ii) that within one (1) month or less after receipt of Buyer’s purchase order, Buyer returns to Seller an approved submittal package and a release (notice to proceed with fabrication) on the order, and (iii) Buyer accepts shipment immediately up Seller’s completion of fabrication.  In the event that Buyer’s release for fabrication is not received by Seller at Fort Worth, Texas within such one (1) month period from acceptance of purchase order, prices are subject to increase to Seller’s established prevailing prices in effect at the time Buyer’s release is actually received by Seller.  If Buyer delays shipment by Seller after release, prices are subject to increase in proportion to the percentage increase in Seller’s prevailing prices after fabrication until the product is shipped to Buyer.

20.  Any action resulting from any breach on the part of the seller as to the goods sold hereunder, must be commenced within (1) one year and a day after the cause of action accrued or the goods are delivered, whichever shall first occur.

21.  In the event that Seller shall provide any field assistance to Buyer or Buyer’s Representatives, such technical assistance shall in no way render Seller liable for the installation of the goods sold hereunder and specifically, seller expressly excludes any warranty of the quality and workmanship performed by any person or entity installing seller’s goods which are the subject hereof.
 

® Serenity Walk in Tubs is a registered trademark of CMDT, LLC, Everman, TX 

Copyright CMDT Manufacturing. All Rights Reserved - Terms and Conditions

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