1. ACCEPTANCE
WOD is hereinafter referred to as"Seller" and the purchaser is hereinafter referred to as "Buyer." Any order that contains terms and conditions in addition to or inconsistent with the following shall not be binding upon Seller unless acceptance of each non-conforming term or condition is clearly and expressly made in writing by Seller, and failure of Seller to object to provisions contained in any purchase order or other communication from Buyer shall not be construed as a waiver of these terms and conditions nor as acceptance of any such provisions. Acknowledgements of Buyer's order forms, facsimile orders or "releases" shall not be construed to be a waiver, amendment, or modification of these terms and conditions. Seller is not responsible for typographical or written errors made in any quotations, orders or publications and all such errors are subject to correction.
2. SHIPMENTS
All shipments of product, unless otherwise agreed upon, will be made F.O.B. Point of Shipment. Freight will be allowed on orders in excess of $500 to all points with the exception of Alaska and Hawaii) within the United States and $1,000 USD to all points within Canada, Alaska and Hawaii, provided WOD selects the method and routing of the shipment. If the purchaser specifies a manner or routing of shipment different from that determined by WOD, we will comply but ship product freight collect. If WOD chooses to split shipments on a single order of more than $500, the freight charges will still be paid by WOD. Any WOD products may be combined in one shipment to meet minimum freight weight or dollar requirements. Prices quoted provide for standard packing for domestic shipment only. Buyer agrees to pay the charges for special packing if it is required for domestic shipment or export shipment.
3. DELIVERY
The promised delivery date is the best estimate of the time when the products will be shipped by Seller. Seller assumes no liability for loss of profits, special, incidental or consequential damages due to delays. WOD assumes no responsibility for collection of loss or damage claims. Evident loss or damage to a shipment must be indicated by a notation made by the carrier's agent on the delivery receipt before the receipt is signed. The notation must clearly specify the extent of loss, shortage or damage.
4. INSPECTION AND ACCEPTANCE OR REJECTION
All products are subject to inspection by Buyer upon delivery and, unless Seller is advised to the contrary in writing within thirty (30) days after delivery, the products will be deemed to have been accepted as conforming with the requirements of the contract and free from all discoverable defects.
5. RETURN POLICY
With WOD authorization, Buyer may be permitted to return products but the return has to complain to those conditions: One (1) return per year of standard product for credit with offsetting order of equal or greater value not to exceed 3% of the previous year's purchases. Any other returns are subject to a minimum 25% or $25 restocking charge, whichever is greater.
An approved RMA must accompany every return. All returns are subject to a 25% restocking charge with freight charges to be prepaid by the customer. In order for a product to be eligible for return it must be of current manufacture (produced in the last twelve months), unused, salable, and in original cartons. Any cost incurred by WOD to put product in condition for resale will be charged to the customer. This is in addition to the restocking fee.
6. PRICE
Quotation prices are firm for thirty (30) days from the date of the quotation, unless specifically stated to the contrary as part of a particular price quote, and are subject to change without notice after the expiration of this thirty (30) day period. Any variations in quantity specified and/or rate of delivery may necessitate a revision in price. Unless otherwise stated as part of price quote, all prices are F.O.B. factory.
All products will be billed at prices in effect at time of shipment and, subject to change without notice, at a minimum billing charge of $100 net plus transportation charges.
7. Claims for Defect
1. The rights of the Distributor with regard to defects shall be subject to the Distributor examining the delivered products upon receipt and notifying WOD in writing of any defects no later than two (2) weeks after receipt of the products. Hidden defects shall be notified to WOD in writing immediately after their discovery. The Distributor shall describe the defects in writing. 2. In the event of defects in the products, WOD shall be entitled, at its own discretion, to perform subsequently by remedying the defect or by delivering a defect-free product. The expenses necessary for the subsequent performance shall be borne by WOD in as far as these expenses are not increased as a result of the products being taken to a location other than the delivery address. 3. If WOD is not willing or able to perform subsequently, the Distributor shall be entitled to terminate the purchase order. The same shall apply if the subsequent performance fails, if the Distributor cannot be reasonably expected to accept it or if it is delayed beyond reasonable deadlines for reasons for which WOD can be held responsible. The right of the Distributor to terminate the purchase order shall be excluded if (i) the Distributor is unable to return the defective products and this inability is not due to the fact that the return of the products is impossible due to the nature of the product or reasons for which WOD is responsible or if the defect only showed during the processing or conversion of the products. 4. Notwithstanding any provision in the Agreement to the contrary, the period of limitation for claims for defects by the Distributor shall be twelve (3) months from the date of delivery. Such period shall also apply to tort claims based on a product defect unless otherwise stipulated by applicable law. The period of limitation begins with the delivery of the products. A statement by WOD concerning a claim asserted by the Distributor based on a defect is not to be deemed an entry into negotiations concerning the claim or the circumstances giving rise to the claim if the claim is fully denied by WOD
