BRAAS COMPANY TERMS AND CONDITIONS OF SALE
All sales of products by Braas Co. (hereafter “Braas”) are subject to and governed by the following terms and conditions which are part of the agreement of sale, and any term or condition submitted by Buyer which may be inconsistent with or in addition to these terms and conditions shall not be applicable hereto or binding upon Braas. Braas’ failure to object to inconsistent or additional terms contained in any communications from Buyer will not be a waiver of the terms hereof, and retention by Buyer of any products delivered by Braas hereunder will be conclusively deemed acceptance of the terms and conditions hereof.
QUOTATIONS — Written quotations automatically expire thirty (30) calendar days from date issued, unless otherwise specified by Braas. Verbal quotations, unless accepted on day of quotation, expire the day on which they are made. All quotations are subject to these Standard Conditions. All clerical and/or computational errors are subject to correction. All quotations to be binding, must list the actual quantities involved.
TERMS — Unless otherwise specified, terms to customers of satisfactory credit are net 30 days from date of invoice. To avoid delay in filling orders, purchasers without previous experience with Braas should include credit information or references with their first order or remit cash. Each shipment shall be a separate transaction and payment shall be made accordingly. If in the exclusive judgment of Braas, the financial condition of Buyer at any time does not justify the commencement or continuation of shipment on the terms specified herein, in addition to other remedies it may have at law or in equity, make a written demand for full or partial payment in advance, suspend its performance until such payment is made, and cancel Buyer’s order if such payment is not received by Braas within thirty (30) days after delivery in person or mailing of said demand by Braas. If shipments are delayed by Buyer, payments shall become due from date Braas is prepared to make shipment. Products held for Buyer because of such delay in delivery shall be at the risk and expense of Buyer. Braas will charge a 3 % processing fee for invoices subsequently paid by credit card after point of sale date.
DELIVERY, TITLE AND RISK OF LOSS — Delivery dates are approximate, not guaranteed and are based upon prompt receipt of all necessary information from Buyer. Unless otherwise specified by Seller, delivery will be made and title will pass F.O.B. point of shipment to Buyer, except that a security interest in the goods shall remain in Braas until full payment in cash has been made therefore and Braas may at Braas’ option repossess the same upon Buyer’s default in payment and charge Buyer with any deficiency. Buyer waives its right to any judicial hearing prior to or subsequent to any such repossession.
DELIVERIES EXC– — USE OF PERFORMANCE — Braas shall be excused from performance and shall not be liable for delay in delivery or non-delivery, in all or in part, caused by the occurrence of any contingency beyond the control of Braas or its suppliers, including, but not limited to, war or military action, insurrection, riot, or civil disobedience, failure or delay in transportation, act of any government or governmental agency affecting the terms of the contract or otherwise; judicial action, labor dispute, accident, fire, explosion, flood, storm or other act of God or shortage of fuel or energy, raw materials, or labor; if any contingency occurs, Braas may allocate deliveries among its customers.
LIMITED WARRANTY — Braas warrants that it will repair or replace (whichever it deems advisable) any product manufactured and sold by it which proves to be defective in material or workmanship within a period of one (1) year from the date of the original purchase for consumer, commercial or industrial use This warranty extends only to the initial purchaser and is not transferable or assignable without prior consent by Braas. Warranty service can be obtained in the U.S.A. by returning any defective Product, transportation charges prepaid to Braas. Additional warranty information may be obtained by writing the Customer Service Department, Braas Co., 7970 Wallace Road, Eden Prairie, MN 55344 or by calling 1 (800) 288-6628. An invoice or other proof of original purchase will be required before warranty service is rendered. If found defective under the terms of warranty, repair or replacement will be made without charge, together with a refund for transportation costs. If found not to be defective, under the terms of the warranty you will be notified and, with your consent, the item will be repaired or replaced and returned to you at your expense. This warranty covers normal use and does not cover damage which occurs in shipment or damage or defect which results from alteration, neglect, accident, or improper installation, operation or maintenance.
WITH RESPECT TO CONSUMER — — USE OF THE PRODUCT, ANY IMPLIED WARRANTIES WHICH THE CONSUMER MAY HAVE ARE LIMITED IN DURATION TO ONE YEAR FROM THE DATE OR ORIGINAL CONSUMER PURCHASE, WITH RESPECT TO COMMERCIAL, AND INDUSTRIAL — — USES OF THE PRODUCT, THE FOREGOING WARRANTY IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED BY OPERATION OF LAW OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Some states do not allow limitation on how long an implied warranty lasts, so the above limitation may not apply to you. Braas’ obligation under this warranty is limited to the repair or replacement of the defective product and in no event shall Braas be liable for consequential, indirect, or incidental damages (such as but not limited to, loss of anticipated profits, goodwill, or other economic loss in connection with, or arising out of the existence of, the furnishing, functioning or the use of any item of equipment or services provided for in this agreement, whether or not the possibility of such damage was disclosed to Braas or could have been reasonably foreseen by Braas) of any kind incurred by reason of the manufacture, sale or use of any defective product. Braas neither assumes nor authorizes any other obligation or liability on its behalf. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or inclusion may not apply to you. This warranty gives you specific legal rights, and you may also have other rights which vary from state to state.
CLAIMS — All shipments leaving Braas are packaged according to good standard packaging practice. Braas cannot be responsible for material damaged in transit. Responsibility for damaged shipment lies with the common carrier. When equipment is received in a damaged condition but with the shipping container intact, the customer should make a “Concealed Damage Report” to the carrier within three working days of delivery. All claims will be made by the customer to the common carrier. Whenever possible, Braas will render the Buyer all possible assistance to secure satisfactory adjustment of damage claims. ALL CLAIMS FOR SHORTAGES OR SHIPPING ERRORS MUST BE MADE WITHIN FIVE (5) BUSINESS DAYS OF RECEIPT OF THE GOODS BY CALLING BRAAS AT (952) 937-8902 OR 1 (800) 288-6628.
MODIFICATIONS — The foregoing supersedes all previous communications, representations or agreements either oral or written, with respect to the subject matter hereof and no representations or statements of any kind made by any representative, or employee or modifications of any of the foregoing provision, and no representation, promise or guarantee in connection with Braas products shall be binding upon Braas unless made in writing and signed by a corporate officer of Braas at Eden Prairie, Minnesota.
GOVERNING LAW — The rights and obligations of Braas and Buyer shall be governed by the laws of the State of Minnesota, notwithstanding any choice-of-laws rules that would otherwise dictate application of the laws of any other jurisdiction.