The prices and terms of our quotations are not subject to modification or change unless approved in writing by the home office of China Hard Materials Parts, Inc. ("Seller").
Seller shall be excused from performance hereunder for strikes, accidents, fires, availability of materials and all other causes beyond Seller's control.
Prices are based on costs and conditions existing on the date of quotation and are subject to change by the Seller before final acceptance.
Typographical and stenographic errors are subject to correction by Seller.
Purchaser agrees to accept either overage or shortage not in excess of ten percent. Purchaser shall be charged or credited pro rata for such overage or shortage.
Purchaser assumes liability for and indemnifies Seller against any cost, liability damage, or expense relating to patent or copyright infringement when goods are made to Purchaser's specifications.
When our quotation specifies material to be furnished by the Purchaser, ample allowance must be made for reasonable spoilage and material must be of suitable quality to facilitate efficient production. Seller is not responsible for risk of loss or damage to any materials supplied to Seller by Purchaser, whether such loss or damage occurs in or outside the course of normal manufacturing processes.
Terms inconsistent with, or in addition to, those stated herein, which may appear on Purchaser's formal order will not be binding on Seller unless accepted in writing by Seller, and Seller's failure to object to any such terms shall not constitute acceptance of Purchaser's inconsistent or additional terms, and shall not constitute a waiver of Seller's terms.
Seller warrants that all products manufactured by Seller and sold hereunder are free from defects in material and workmanship. The liability of Seller under this express warranty is limited to replacement of the defective products, provided Seller is given prompt notice of such defect. The foregoing shall constitute the exclusive remedy of Purchaser or anyone purchasing from Purchaser, directly or indirectly. In no event shall Seller be liable for any damages whatsoever, including, but not limited to, consequential damages resulting from defective products.
SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, EXCEPT AS SET FORTH HEREIN, AND HEREBY SPECIFICALLY NEGATES ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE PRODUCT SOLD HEREUNDER.
Purchaser shall not assign its rights or delegate its duties under this contract with Seller, without the prior written consent of Seller.
Notwithstanding anything to the contrary contained herein, Seller may cancel its contract with Purchaser, in whole or in part, including, but not limited to, reduction of the quantities to be delivered, at any time or from time to time, in its sole discretion, and without cause, effective upon oral or written notice to Purchaser by telephone or otherwise. Upon such cancellation, Seller shall have no further obligation with respect to this contract with Purchaser, nor shall Seller be liable for damages of any kind, including, but without limitation, consequential damages.
Purchaser acknowledges that the goods being manufactured hereunder are being specially manufactured, and that this contract with Seller is not cancelable by Purchaser.
This contract shall be governed by the laws of the China.
