Best Purging Systems Corporation Terms & Conditions of on-line sale

Definitions
Seller:  Best Purging Systems Corporation
Buyer:  Entity or Company placing an order using our ecommerce website.
Products:  Products, Accessories and all items offered by Seller, on this website.
Contract:  Any on-line purchase made for the transfer of Products which shall be considered to incorporate the terms and conditions expressed herein by the Seller.

Acceptance of Contract
The contract is made only when Seller accepts the Buyer’s online order. Buyer expressly acknowledges acceptance of these Terms and Conditions of On-Line Sale by the act of placing an on-line order.

Variation
No variation of the Contract terms shall be allowed, unless such variation is expressly accepted in writing by Seller prior to acceptance of Buyer’s online order. Any documentation purporting to add to or vary from these Terms and Conditions of On-Line Sale produced after the Buyer’s online order is accepted by Seller shall be of no effect, unless specifically agreed to by both parties in writing.

FOB Point / Delivery / Delay / Acceptance of Products / Claims
All Products are sold F.O.B. Seller Factory, unless otherwise stated by Seller. Delivery dates are estimates only, and Seller will strive to meet them. Seller reserves the right to make partial deliveries of products. Subject to the warranties hereinafter contained, Buyer shall be deemed to have accepted the Products as being in conformity with the published specifications of Seller.

Shipment
Seller shall coordinate shipping on behalf of Buyer, who shall be responsible for the cost of shipment of the Products including all applicable freight insurance and all freight charges, risk of loss or damage thereto.

  1. Seller shall ship by the method selected by Buyer and insure all Product Shipments to their full value against loss or damage.
  2. Buyer may select carrier and instruct Seller to use Buyer’s freight carrier account by providing the name and Buyer’s account number for an alternate Carrier at time of order placement.
  3. If the alternative Carrier, as specified by the Buyer is unwilling or unable to secure Products at Seller’s Manufacturing Facility, or if the account number provided by the Buyer is not valid due to any circumstance, Buyer shall be required to arrange an alternative method of securing product from Seller at Buyer’s sole expense.
  4. Products shall be shipped from inventory or shall be built to order, at Seller’s discretion, but shipment or build to order processes shall not be initiated until notice of Payment Settlement is received from Seller’s payment processing provider.
  5. Seller strives to ship all Products as indicated by published product availability terms, but does not guarantee ship dates certain.

Product Price Expression & Escalation
Product Prices as expressed on the Sellers Website are expressed in U.S. Dollars and are valid on the day of original online order creation by the Buyer, but subject to change without notice thereafter.  Any abandoned or delayed order that is thereafter processed by the Buyer after a price increase by Seller may incur additional cost to Buyer at sole discretion of Seller.

Taxes
Seller assesses no sales tax under the conditions 1) that these items are provided as industrial safety device fixtures, and 2) that all items purchased are intended for use in manufacturing processes or for resale, and by definition are therefore non-taxable. Buyer assumes responsibility for providing a Resale Tax Certificate to the Seller and for payment of applicable sales taxes, if sales taxes are applicable.

Export Orders
For shipping to final destinations outside the U.S.A. please contact a Best Purging Systems Sales Associate. An export-handling fee of at least fifty dollars ($50.00 US) may be applied to cover the costs of export document preparation.

Limited Warranty Acceptance
Seller warrants all manufactured Product to be free from defects in workmanship or material under normal use and service in accordance with Seller’s written Limited Product Warranty.  By placing an on-line order, Buyer agrees to all terms and conditions of Seller’s warranty, as available for review prior to order placement on Seller’s website.

Suitability
Buyer assumes responsibility that the goods stipulated by Buyer are sufficient and suitable for Buyer’s purposes, in so far as Buyer’s stipulations are in accordance with Seller’s advice and that Buyer has taken and will take all steps to ensure that the goods will be safe and without risk to health, life or property when properly installed, maintained and operated in full compliance with Seller’s Installation Operation & Maintenance Manual(s).

Buyer’s Remedies
Buyer herein accepts to provide Seller reasonable time and opportunity to rectify any Product defect prior to rejecting any Product. Buyer’s exclusive and sole remedy, on account of or in respect to the furnishing of nonconforming or defective material shall be, at Seller’s option, to secure repair, replacement thereof as aforesaid, or refund of the purchase price paid, upon return of the goods to Seller.  Seller shall not in any event be liable for the cost of any labor expended on any material loss or for any special, direct, indirect, consequential, incidental or punitive damages in any way arising from the sale, handling, installation or use of Product sold or for any other breach of any purchase order term or other agreement between Buyer and Seller.

Returns / Non-Cancelable / Non-Returnable
No credit for Product return by Buyer shall be given without Seller’s prior written authorization. An Authorized Material Return number is necessary and can be obtained by contacting Seller. Normally stocked items in resalable condition will be accepted for credit, subject to a potential restocking charge. Product may not be accepted for return after sixty (60) days from date of delivery. Custom Products, including Custom Built Purging or Pressurization Units, Custom Built Spark Arresting Purge Vents, Custom Enclosures and Purgeable Instrument Access shall not be accepted for return. Buyer shall return or hold any Product claimed to be defective, subject to inspection by Seller.

Return Policy Acceptance
By placing an on-line order, Buyer agrees to all terms of Seller’s Return Policy, as available for review prior to order placement on Seller’s website.

Fees for Cancellation of Order Prior to Shipment
Cost of order cancellation prior to shipment shall be minimized when possible, depending on the time that has lapsed and the efforts that have been expended by Seller between the dates of order placement and order cancellation.  With exception only to custom products, which may incur cancellation fees of up to 100% of the order value, cancellation fees shall not exceed 10% of total order value for standard products that have not yet shipped at time of order cancellation.

Transfer of Title to Products
Title to the Products passes to Buyer at point and time of delivery to carrier; and, thereafter, all risk of loss damages shall be assumed by Buyer. Seller assumes no responsibility beyond delivery to carrier in good order and is not responsible for loss, damage or delay occurring thereafter.

Minimum Order Processing Fee
A minimum order processing fee of $20.00 may be applied to on-line orders that do not exceed a total Products value $100.00, excluding freight costs, as may be applied at time of checkout, at sole discretion of Seller.

Unauthorized Use of Discount Codes
Use of Discount Codes at time of Checkout without the prior expressed permission of Seller is prohibited, and may incur additional fees due a payable prior to order shipment.

Force Majeure
Seller shall not be liable for non-performance or delays caused by acts of God, wars, riots, strikes, fires, shortages of labor or materials, labor disputes, governmental restrictions, or any causes beyond its reasonable control. In the event of any such excused delay or failure of performance, the date of delivery shall, at the request of Seller, be deferred for a period equal to time lost by reason of the delay. Seller shall notify Buyer in writing of any such event within a reasonable period, upon Seller’s knowledge of same.

Patents
Buyer shall hold Seller harmless against any expense or loss resulting from any infringement of patents or trademarks arising from Seller’s compliance with Buyer’s designs, specifications or instructions.  Seller shall settle or defend any suit or proceeding brought against Buyer so far as based on a claim that Product (or any part thereof) manufactured by Seller furnished under Contract and not used in combination with other Product, whether or not furnished hereunder constitutes an infringement of any patent of the United States, if notified promptly in writing and given authority, information and assistance (at Sellers expense) for the settlement or defense of same and Seller shall pay the damages and cost awarded herein against Buyer or agreed upon in such settlement. Seller shall (at its own expense) either (i) procure for Buyer the right to continue using said Product or part, or (ii) furnish a non-infringing Product, or (iii) modify Product so it becomes non-infringing, or (iv) Seller for patent or trademark infringements by said Product or any part thereof.

Waiver of Order Cancellation Rights due to Delay of Shipment
While Seller shall strive to ship all Products promptly in accordance with these terms and conditions of on-line sale, Buyer hereby agrees and understands that delayed shipments are incurred at the sole risk of the Buyer, and shall not be deemed as an acceptable reason or justification for cancellation of any order, except under the terms and conditions herein expressed.

Governing Law
Unless otherwise agreed in writing, the venue for any resolution of conflict shall be the County of Galveston, in the State of Texas, regarding validity, performance, and construction of any Contract resulting from placement of an on-line order.

Conflict Resolution
Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules [including the Optional Rules for Emergency Measures of Protection]. The arbitration hearing shall take place in Galveston County, Texas before a single arbitrator. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Questions or comments regarding any aspect of these Terms and Conditions of On-Line Sale may be directed to our Executive Team by email to executives@purgeit.com or by mail, care of Best Purging Systems Corporation, PO Box 68, Hitchcock, Texas, Postal Code 77563, USA.