Model 101/2100 Doors Service & Installation
TITLE:
99-13312-S001 Model 101/2100 Doors Service &
Installation
COMPANY POLICIES, TERMS OF SALE, AND WARRANTY
The following terms and conditions shall apply to all transactions and agreements
between Anthony, Inc. (“Anthony”) and the other party to such transaction or
agreement (“Buyer”) with respect to the purchase of any goods from Anthony and/or
the extension of credit by Anthony to Buyer for such purchase.
1. PRICE. Prices shown on the face of the sales invoice are F.O.B. the place of
shipment as designated by Anthony, packaged for shipment and subject to change
without notice.
2. TERMS OF CREDIT. All credit terms are net 30 days from date of invoice. Any
deductions from the net invoice amount must be approved by a
representative
of
Anthony authorized to make such changes. If credit is extended to Buyer, Anthony
reserves the right to revoke such credit if Buyer fails to make timely payment for any
goods delivered. Anthony reserves the right to require payment or other assurances
which it deems necessary prior to the shipment of any goods, if, in Anthony’s opinion,
exercised in Anthony’s subjective, good faith judgment, the Buyer’s financial condition
has deteriorated or the risk of
non-payment
has otherwise increased. Credit is subject
to approval upon receipt of completed credit application. Any goods shipped prior to
credit approval shall be shipped C.O.D., “Cashiers Check”, or
pre-payment.
A $25.00
charge will be applied for each returned check. Goods may not be returned for credit
unless prior
authorization
and an
authorization
number have been granted
by Anthony.
A 1 ½ % per month charge will be assessed on past due amounts.
3. SHIPMENT OF GOODS / RETURN OF GOODS. Every effort will be made to ship
the goods on the scheduled shipment date and to maintain production schedules
consistent therewith provided however, Anthony shall not be liable for any claims or
consequential
damages arising from the failure to meet any scheduled shipping dates.
If Buyer refuses shipment of any standard catalog products under an acknowledged
order and those products are consistent with that order and are not delivered
damaged or defective, then Buyer will be responsible for (i) return shipment of the
products to Anthony in original shipping containers; (ii) return freight to Anthony
prepaid by Buyer; and (iii) a restocking charge to be determined by Anthony of not
less than twenty-five percent (25%) of the sales price. Buyer assumes the risk of any
return shipment damage or loss, the cost of which will be assessed by Anthony and
added to the restocking charge. No custom products or custom sizes of catalog items
may be returned to Anthony for credit unless those products are not consistent with an
acknowledged
order or they are defective. If they are defective, Anthony reserves the
right to cure the defect at the ship-to location. Costs for special packaging and/or
handling requested by Buyer will be billed to Buyer. Shipping terms are specified
on
the
face of Anthony’s quotation and/or price list, as applicable. Unless otherwise
specified by Buyer in writing, Anthony shall select the method of shipment and direct
shipment of materials to the specified delivery address of Buyer. In the event of any
general freight increase
or any governmental ruling or regulation that results in
increased freight costs, Anthony may, without any advance notice, invoice Buyer for
such additional costs. Acceptance and rejections of glass sheets, assembled sealed
glass units, and finished doors shall be in accordance with the defect criteria set forth
in Industry
Specification
ASTM C1036-06
Standards,
level Q3.
4. RISK OF LOSS. Subject to security interests retained by Anthony until payment for
the goods is received in full, the title to such goods and risk of loss or damages thereto
pass to Buyer upon
completion
of loading of goods on carrier at Anthony’s factory.
Buyer will unload shipments promptly and Buyer will be liable for any additional
charges such as demurrage, storage, and labor incurred by its failure to do so. Any
claims by Buyer for damages to the goods incurred during shipping shall be made to
the carrier.
5.
WARRANTIES.
The products which Anthony manufacture and offer for sale are
warranted to: (i) be free from defects in materials and
workmanship;
and (ii) perform in
accordance
with applicable refrigeration standards as of the date of
manufacture
for a
period of 12 months from the date and place of shipment, provided that the installation
and
maintenance
of such products have been performed strictly in
accordance
with
Anthony’s designated
specifications
(the “Warranty”). Anthony shall provide all
necessary parts and labor at its cost to fulfill said Warranty. All parts will be shipped
standard ground freight. The extent of Ant
hony’s liability under the Warranty is limited
to the repair or
replacement,
at Anthony’s option, of any
non-conforming
products
without charge, at Anthony’s Sylmar
manufacturing
plant. Additionally, for a period of
10 years from the shipment date, Anthony will replace sealed glass units that are part
of an original
Anthony-manufactured
door if the seal breaks and internal condensation
results.
Anthony-manufactured
LED lighting have a five (5) year component warranty
and twelve (12) month labor warranty. The anti-fog coating is only warranted for a
period of twelve (12) months from date of shipment. Anthony reserves the right to
change its warranty provisions at its sole discretion at any time with or without prior
notification of such change.
No Warranty for
Non-Standard
Products.
A
“Non-Standard
Product” is any product that is different in any manner from any
Anthony product that has been previously designed and
manufactured
by Anthony in
accordance
with its standard
specifications.
A
Non-Standard
Product also includes
any standard Anthony product that has been specially designed or modified to meet a
particular Buyer
specification,
or that contains any additional or
substituted
product,
part, accessory, equipment, fixture, component or material, or that has been
assembled,
manufactured,
produced, or installed by any method or process, which is
different from Anthony’s standard
specifications
for such product. Anthony expressly
disclaims and make no warranties, express or implied, as to the condition, design,
utility, quality,
adequacy,
or capacity with respect to any standard or Non-Standard
Product, including, without limitation, any warranty of
merchantability
or fitness of such
product for a particular purpose or intended use, whether or not such product has
been designated by Anthony as a
Non-Standard
Product.
All
Non-Standard
Products, whether sold separately, or incorporated and/or attached
to standard Anthony products, and all services relating to such products, are sold to
and accepted by Buyer “as is” and “with all faults”. Without limiting any other provision
of this purchase order, Anthony shall have no liability to Buyer for any claim, loss,
damage,
consequential
damages or expense associated with any Non-Standard
Product and/or its use or operation, or any other equipment or property of Buyer
caused by or alleged to be caused by any such product or its use or operation,
whether directly, indirectly, incidentally or
consequentially,
or by any inadequacy
thereof or deficiency or defect therein.
The foregoing exclusion of warranty cannot be modified or waived except as
expressly set forth in a writing signed by an officer of Anthony authorized to make
such modification or waiver.
THE ABOVE
WARRANTY
IS GIVEN IN LIEU OF ALL OTHER WARRANTIES,
EXPRESSED
OR IMPLIED, INCLUDING ANY IMPLIED
WARRANTIES
OF
MERCHANTABILITY
OR FITNESS FOR A
PARTICULAR
PURPOSE. ANTHONY
SHALL NOT BE
RESPONSIBLE
FOR INCIDENTAL OR CONSEQUENTIAL
DAMAGES
INCLUDING BUT NOT LIMITED TO INJURY TO PERSONS OR
PROPERTY.
6.
ACCEPTANCE
OF
PRODUCTS
BY
BUYER/CLAIMS:
Upon delivery, shipments
must be inspected for damage, loss or shortage prior to acceptance from the carrier. If
damage or shortage exists with respect to any shipment and it is not concealed,
Buyer shall secure a notation of such damage or shortage from the delivering agent
on the freight bill or delivery receipt. If damage is
concealed,
Buyer must notify
Anthony within five (5) days of its delivery and hold the
merchandise
for its inspection.
Any claims for visible loss or damage should be filed by Buyer with Anthony in writing
immediately
upon receipt of the materials. All claims of Buyer that materials delivered
do not
conform
to the accepted order shall be handled as claims for breach
of
warranty and Buyer shall be limited to those remedies available for breach of
warranty.
7. CLAIMS BY BUYER. Anthony shall thereupon be afforded a reasonable
opportunity to inspect the goods. All claims not made in the time period and manner
specified above shall be deemed waived. All actions, claims or defenses by Buyer
shall be deemed waived unless commenced or asserted within six (6) months of
receipt of the goods. No claims for visible, external damage or shortage will be
allowed unless they are
accompanied
by an inspection report or signed delivery
receipt noting such loss or damage signed by a
representative
of the carrier and
forwarded to the Anthony Vice President, Marketing & Sal
es within 30 days of the
invoice date.
8.
CANCELLATION.
Orders may not be canceled after receipt by Anthony unless
Anthony consents in writing to such cancellation.
Cancellation
will be granted only on
terms
indemnifying
Anthony against any loss resulting from such action. At minimum,
Buyer will be liable for all cost incurred on the order through the
cancellation
date.
9. CHANGES BY ANTHONY. Anthony reserves the right to change design, colors
and
specifications
of any goods without notice to Buyer.
10.
DEFAULT.
If Buyer defaults or fails to pay on the purchase of any goods or if a
petition in
bankruptcy
is filed by or against Buyer, Anthony, in addition to other
remedies, may repossess any goods which were previously delivered and for which
payment has not been received, and may refuse to make further shipment of goods.
Buyer agrees to pay Anthony’s attorneys’ fees, costs and expenses incurred as a
result of Buyers default or failure to pay, including but not limited to any collection or
repossession
expenses
11. ENTIRE AGREEMENT AND
AMENDMENT.
The terms specified
herein constitute
the entire agreement between Anthony and Buyer with respect to the sale and
purchase of the goods and any extension of credit. If Anthony and Buyer agree to
amend or modify any terms and conditions specified herein, such amendment or
modification must be expressly stated on the face of the sales invoice or by a written
agreement duly executed by an officer of Anthony and the Buyer. The terms specified
herein shall control in the event of any variance between these terms and any terms
contained in Buyer’s purchase orders.
12.
GOVERNING
LAW. This purchase order, any agreements between Anthony and
Buyer and all other claims that arise between the parties, whether sounding in
contract or tort, shall be governed by, construed and enforced in accordance with the
laws of the State of California. By entering into this purchase order and any other
agreement with Anthony, Buyer consents to the jurisdiction of the courts of the State
of California to determine all claims between the parties, regardless of whether said
claims are contract claims, tort claims, patent claims, trademark claims or copyright
claims. Venue of any lawsuit (State or Federal) against Anthony must be filed in Los
Angeles County, California. Service of process on Buyer may be made by registered
mail addressed to the Buyer.
13.
SEVERABILITY.
If any provision of the terms and conditions specified herein
shall be deemed invalid or
unenforceable,
the remaining terms and conditions shall be
construed as though such provision does not appear herein and shall be otherwise
fully enforceable.
14. HEADINGS. The section headings contained herein have been inserted for
convenient
reference and shall not be
considered
in any questions of
interpretation
or
construction
of any agreements between Anthony and Buyer.
Anthony products are covered by one or more of the following United States Patents: RE035392, 5301092, 5720540, 5879070, 5895111, 5910083, 5902034, 5959816, 6010227, 6298615,
6302036, 6302557, 6389993, 6343405, 5116274, 5244273, 5255473, 5333355, 5471372, 5645330, 6632100, 6637093, 6638088, 6773130, 6641419, 6490983, 6606832, 6606833,
5884361, D600529, 7603882, 7273299, 7674019, D404935, D395968, D612517, 5622414, 7731395 ,8250873 B2.
Anthony products are covered by one or more of the following Foreign Patents: Canada: 2233401,
Mexico:185899,
186644, 202491, 238593, 227313, 236090. Other United States and
Foreign Patents Pending.
99-18396-W001_E (01/02/2014)
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