These conditions shall apply to all contracts between FogClean LLC (hereafter known as Seller) and the Customer, either written or oral, for the sale or supply of any products or services, to the exclusion of any other terms and conditions where a purchase order has been given to Seller.
In the case of any inconsistency between the terms and conditions of any quotation, purchase order, acknowledgement, or form of contract sent from Customer to Seller, or contained in any other communication between the Customer and Seller, or any terms and conditions implied by trade, custom, practice or prior course of dealings, then these conditions shall prevail.
ORDERS AND ACCEPTANCE
Specifications or any description of the products or services appearing in any catalogue or marketing materials shall not form a part of the contract between the Seller and the Customer unless such specification or description is specifically referenced and restated in the order and specifically acknowledged by Seller in its acceptance.
PRICE AND PAYMENT
All prices quoted by seller are exclusive of value added taxes all other sales, use, excise taxes, duties, charges, or similar costs. Unless otherwise stipulated in any quotation or otherwise expressly agreed in writing, all prices are exclusive of all shipping costs and insurance, which shall be invoiced to and paid by the Customer as additional charges.
Unless otherwise agreed in writing, the Customer shall make payment of the purchase price in US dollars at the time stated in the quotation or upon delivery of the product or services, without deduction or discount of any kind. Each payment shall be made upon presentation of invoice and customary documents by credit card, Wire or ACH/EFT, or check payment from a US bank.
If a Customer disputes any invoice or part thereof, the Customer shall immediately pay the undisputed portion of the invoice and shall immediately notify Seller in writing of the reasons for such dispute. The parties shall seek to resolve the dispute within fourteen days of such notification. Upon resolution of the dispute, such sum as is agreed upon by the parties as payable shall be paid immediately to the Seller.
DELIVERY, TITLE AND RISK OF LOSS
ALL times and dates given by Seller for delivery of products or services are given in good faith, and Seller shall use reasonable efforts to meet such delivery times and dates, and, except as expressly provided for in this article, Seller shall have no liability to the Customer in the event of a delay in delivery or performance that is beyond of the control of Seller.
Unless otherwise expressly stated in the quotation or order, delivery of products shall be F.O.B seller’s facility and do not include sales, use, excise or similar taxes or duties. Buyer shall pay these taxes directly if the law permits or will reimburse seller if it is required to pay them. Buyer will provide tax exemption certificates or evidence of tax payment on request.
Seller shall have the right to make, and the Customer agrees to accept, delivery by installments for multiple unit orders. Upon delivery, it shall be the responsibility of the Customer to inspect the condition of the products or services that they conform to the order. The Customer shall have no claim against the Seller by reason of the defects in the condition of the products or services at time of delivery or failure to conform with the order unless the Customer provides written notice of such defect or failure to conform to Seller within thirty (30) days of delivery by Seller of the products.
The warranties described below are provided by the Seller to the original Customer of FogClean Pro or FogClean Lite equipment from FogClean LLC or authorized distributor. Under these warranties, FogClean will repair or replace, at its option, any covered part which is found to be defective in material or workmanship during the applicable warranty term. Warranty service must be performed by FogClean, which will use only new or refurbished parts or components furnished by FogClean. Warranty service will be performed without charge to the purchaser for parts and labor. The Customer will be responsible for transportation of product to and from FogClean, for any premium charged for overtime labor requested by the Customer, and for any source and/or maintenance not directly related to any defect covered under the warranties below.
The warranty applies to ALL parts of a new FogClean system for the applicable warranty term.
The warranty does not cover 1) part failure due to normal wear, tool abuse or damage caused by repairs that have been made or attempted by anyone other than FogClean; 2) any equipment that has been altered or modified in a way not approved by FogClean; 3) damage caused by lack of reasonable and proper maintenance, failure to follow operating instructions, misuse and lack of proper protection during storage and 4) used equipment.
To initiate a warranty claim, the purchaser must 1) report the product defect to FogClean and request repair/replacement within the applicable warranty term; 2) present evidence of the warranty start date (i.e. invoice, delivery receipt); 3) send the equipment to FogClean within 15 days of the warranty claim.
If a FogClean product as purchased through an authorized distributor, the distributor makes no warranty of its own and has no authority to make any representation or promise on behalf of FogClean, or to modify the terms or limitations of the warranty in any way.
For further detail of warranty coverage and warranty repair information or to initiate a warranty claim, contact us by phone or email.
EXPORT AND IMPORT TERMS
Delivery and performance respectively of the Products/Services supplied by Seller are subject to applicable export control laws and regulations of the United States and conditioned upon receipt of required government licenses and approvals. The Customer shall, in a timely manner and at its own expense, provide to Seller such end user certificates as necessary in support of obtaining and maintaining export compliance for all shipments outside of the United States.
Customer agrees to indemnify, release, defend and hold harmless Seller, its affiliates, their employees, officers, directors, shareholders, agents, and subcontractors against all claims, costs, charges, expenses, damages and other liabilities (including attorney’s fees) in connection with any injury, death, or ill health, of any personnel of Customer, its affiliates, its subcontractors, or any loss of or damage to property (whether owned, leased or hired) of Customer, its affiliates, its subcontractors, regardless of the cause therefor, including without limitation, the negligence or strict liability of the Seller’s indemnities, its affiliates, their employees, officers, directors, agents, and subcontractors. Customer will indemnify, hold harmless, and defend the seller’s indemnitees from and against any claims, suits, judgements, expenses, or liabilities of any nature (including without limitation, all reasonable attorneys’ fees) which are threatened or brought against, or are incurred by, Seller’s indemnitees arising from any actions, omissions, or misrepresentations of Customer in the use, promotion, or sale of products or services provided by Seller.