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Terms and Conditions
1. Orders shall not be binding upon International Environmental Corporation, an Oklahoma corporation
(hereinafter referred to as “IEC”) unless accepted by an authorized representative of IEC at its ofce
in Oklahoma City, Oklahoma. No distributor, sales representative or any other person or entity (except
authorized employees of IEC at its ofce in Oklahoma City, Oklahoma) has any authority whatsoever
to bind IEC to any representation or agreement of any kind.
2. IEC does not build items to plans and specications. IEC agrees to furnish only the items as described
in IEC’s acknowledgment unless IEC’s ofce in Oklahoma City, Oklahoma has previously received
and accepted, in writing, approved submittals from Purchaser.
3. Prices acknowledged are rm only if Purchaser releases the goods covered by this order for immediate
production by IEC within sixty (60) days from the date of Purchaser’s initial offer to purchase and for
shipment by IEC within IEC’s estimated shipping date, unless otherwise agreed to in writing by IEC
at its ofce in Oklahoma City, Oklahoma. If Purchaser does not meet the terms and conditions of this
paragraph, the prices are subject to escalation to those prices in effect at time of shipment without
notice to Purchaser.
4. All prices are F.O.B. IEC’s factory, unless otherwise agreed by IEC in writing; and, all payments and
prices shall be in U.S.A. dollars.
5. If goods are released for production but IEC is prevented by the Purchaser from shipping upon
completion or by IEC’s estimated shipping date, whichever is later, IEC may at its option, in addition
to all other remedies, invoice Purchaser to be payable within thirty (30) days and store the goods at
Purchaser’s sole expense.
6. Title to and risk of loss to the goods passes to the Purchaser F.O.B. IEC’s factory.
7. Disclaimer
It is expressly understood that unless a statement is specically identied as a warranty, statements
made by IEC or its representatives relating to IEC’s products, whether oral, written or contained in any
sales literature, catalog or any other agreement, are not express warranties and do not form a part of
the basis of the bargain, but are merely IEC’s opinion or commendation of IEC’s products. EXCEPT
AS SPECIFICALLY SET FORTH HEREIN, THERE IS NO EXPRESS WARRANTY AS TO
ANY OF IEC’S PRODUCTS. IEC MAKES NO WARRANTY AGAINST LATENT DEFECTS
IEC MAKES NO WARRANTY OF MERCHANTABILITY OF THE GOODS OR OF THE
FITNESS OF THE GOODS FOR ANY PARTICULAR PURPOSE.
8. Grant of Limited Express Warranty
IEC warrants IEC products purchased and retained in the United States of America and Canada to be
free from defects in material and workmanship under normal use and maintenance as follows: (1) All
complete fan coil units built or sold by IEC for twelve (12) months from date of unit start up or eighteen
(18) months from date of shipment (from factory), whichever comes rst.
All parts must be returned to IEC’s factory in Oklahoma City, Oklahoma, freight prepaid, no later than
sixty (60) days after the date of the failure of the part; if IEC determines the part to be defective and
within IEC’s Limited Express Warranty, IEC shall, when such part has been either replaced or repaired,
return such to a factory recognized contractor or service organization, F.O.B. IEC’s factory, Oklahoma
City, Oklahoma, freight prepaid. The warranty on any parts repaired or replaced under warranty expires
at the end of the original warranty period. For information and warranty service contact:
International Environmental Corporation
Customer Service
5000 West I-40
Oklahoma City, OK 73128
(405) 605-5000
This warranty does not cover and does not apply to: (1) Air lters, fuses, uids; (2) Products relocated
after initial installation; (3) Any portion or component of any system that is not supplied by IEC,
regardless of the cause of the failure of such portion or component; (4) Products on which the unit
identication tags or labels have been removed or defaced; (5) Products on which payment to IEC
is or has been in default; (6) Products which have defects or damage which result from improper
installation, wiring, electrical imbalance characteristics or maintenance; or are caused by accident,
misuse or abuse, re, ood, alteration or misapplication of the product; (7) Products which have defects
or damage which result from a contaminated or corrosive air or liquid supply or operation at abnormal
temperatures; (8) Mold, fungus or bacteria damages; (9) Products subjected to corrosion or abrasion;
(10) Products manufactured or supplied by others; (11) Products which have been subjected to misuse,
negligence or accidents; (12) Products which have been operated in a manner contrary to IEC’s printed
instructions; or (13) Products which have defects, damage or insufcient performance as a result of
insufcient or incorrect system design or the improper application of IEC’s products.
IEC is not responsible for: (1) The cost of any uids or other system components, or associated labor
to repair or replace the same, which is incurred as a result of a defective part covered by IEC’s Limited
Express Warranty; (2) The costs of labor, materials or service incurred in removal of the defective part,
or in obtaining and replacing the new or repaired part; or, (3) Transportation costs of the defective part
from the installation site to IEC or of the return of any part not covered by IEC’s Limited Express
Warranty.
Limitation: This Limited Express Warranty is given in lieu of all other warranties. If, notwithstanding
the disclaimers contained herein, it is determined that other warranties exist, any such warranties,
including without limitation any express warranties or any implied warranties of tness for particular
purpose and merchantability, shall be limited to the duration of the Limited Express Warranty.
9. Limitation of Remedies
In the event of a breach of the Limited Express Warranty, IEC will only be obligated at IEC’s option
to repair the failed part or unit or to furnish a new or rebuilt part or unit in exchange for the part or
unit which has failed. If after written notice to IEC’s factory in Oklahoma City, Oklahoma of each
defect, malfunction or other failure and a reasonable number of attempts by IEC to correct the defect,
malfunction or other failure and the remedy fails of its essential purpose, IEC shall refund the purchase
price paid to IEC in exchange for the return of the sold good(s). Said refund shall be the maximum
liability of IEC. THIS REMEDY IS THE SOLE AND EXCLUSIVE REMEDY OF THE BUYER
OR THEIR PURCHASER AGAINST IEC FOR BREACH OF CONTRACT, FOR BREACH
OF ANY WARRANTY OR FOR IEC’S NEGLIGENCE OR IN STRICT LIABILITY.
10. Limitation of Liability
IEC shall have no liability for any damages if IEC’s performance is delayed for any reason or is
prevented to any extent by any event such as, but not limited to: any war, civil unrest, government
restrictions or restraints, strikes, or work stoppages, re, ood, accident, shortages of transportation,
fuel, material or labor, acts of God or any other reason beyond the sole control of IEC. IEC
EXPRESSLY DISCLAIMS AND EXCLUDES ANY LIABILITY FOR CONSEQUENTIAL OR
INCIDENTAL DAMAGE IN CONTRACT, FOR BREACH OF ANY EXPRESS OR IMPLIED
WARRANTY, OR IN TORT, WHETHER FOR IEC’s NEGLIGENCE OR AS STRICT
LIABILITY.
11. IEC shall have no system design, application or maintenance responsibility or responsibility for mold,
fungus or bacteria to Purchaser or any other third party.
12. All sales, goods and services, use, excise, value added, transportation, privilege, occupational
consumption, storage, document, transaction or other taxes which may be levied by any taxing
authority as a result of this transaction shall be paid by the Purchaser.
13. Unless otherwise agreed to in writing by IEC any technical data furnished in conjunction with this
order and not obtainable from another source shall not be duplicated, used, or disclosed in whole or in
part for any purpose other than to evaluate this order.
14. IEC shall have no liability or other obligation hereunder, if IEC’s performance is delayed for any
reason or is prevented to any extent by any event such as, but not limited to: any act of God, strike or
work stoppage, re, ood, accident, allocation, or other controls of Government authorities, shortages
of transportation, fuel, material or labor, or any other cause beyond IEC’s sole control. Any shipping
date stated by IEC is IEC’s best estimate but IEC makes no guarantee of shipment by any such date
and shall have no liability or other obligation for failure to ship on such date, regardless of cause.
15. Payment terms are net thirty (30) days from date of shipment on approved credit. One and one half
percent (1 1/2%) per month (18% annual rate) may be charged on past due accounts or the highest
rate permitted by applicable law, whichever is lesser. In the event the account is placed for collection,
Purchaser shall be responsible for all reasonable attorneys fees or costs on a solicitor and client basis,
plus all other costs and expenses incurred by IEC in securing payment.
16. Purchaser shall not cancel the contract without prior written consent of an authorized representative
of IEC at its ofces in Oklahoma City, Oklahoma. In the event Purchaser cancels the contract with the
prior written consent of IEC after the Purchaser’s offer to purchase is received and acknowledged in
writing, IEC shall be entitled to receive from Purchaser IEC’s cost incurred to time of cancellation plus
a reasonable allowance for overhead and prot.
17. Purchaser shall not assign any of its interest or rights under this agreement without written consent of
IEC.
18. IEC will protect all its lien rights. IEC will not furnish lien waivers or releases until IEC receives
payment, in full, at its ofce in Oklahoma City, Oklahoma from Purchaser for the goods covered by
this order. There is no authorized retainage for any reason.
19. This Agreement shall be construed, and the rights and liabilities of the parties hereunder shall be
determined in accordance with the laws of the State of Oklahoma. If it shall be found that any portion
of this agreement violates any particular law of the United States or any state in the United States
having jurisdiction or, if applicable, any law of Canada or any province or territory in Canada having
jurisdiction, such portion of the agreement shall be of no force and effect in that political unit, division
or sub-division in which they are illegal or unenforceable and the agreement shall be treated as if such
portion or portions had not been inserted. In the event that any dispute or disagreement in connection
with any order should arise or exist between Purchaser and IEC, jurisdiction and venue for any
legal action shall be, if IEC so elects, exclusively in the state or federal courts in Oklahoma County,
Oklahoma. The statute of limitations on any claim of the Purchaser against the IEC shall be one (1)
year from the date the cause of action accrues.
20. Without regard to any other agreement, all obligations of Purchaser to IEC shall become immediately
due and payable if Purchaser becomes insolvent or if Purchaser does not make payments when due or
breaches any other agreement or fails to perform any obligation.
21. All orders are expressly limited and made conditional upon acceptance by Purchaser of the terms
and conditions set forth above without change. There shall be no understandings, agreements, or
obligations (outside these terms and conditions) unless specically set forth in writing and accepted by
signature of an authorized representative of IEC in Oklahoma City, Oklahoma.
22. The parties hereto have requested that these presents and all judicial proceedings relating thereto be
drafted in English. Les parties aux présentes ont demandé à ce que les présentes et toutes procedures
judiciaires y afférentes soient rédigées en anglais
TERMS AND CONDITIONS
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