Terms and Conditions
The following standard terms and conditions of sale and delivery form an integral part of every Purchase Order and Invoice. They are the sole applicable terms and conditions. Raigatta Energy Inc. (REI) does not recognize any terms and conditions of the Buyer which are at variance with or contrary to REI’s, unless explicitly agreed to in writing by REI.
1. No terms or conditions, other than those stated herein, and no agreement or understanding, oral or written, in any way purporting to modify these Terms and Conditions, whether contained in Buyer’s purchase or shipping release forms, or elsewhere, shall be binding on REI and any such attempted modifications are hereby rejected by REI.
2. Delivered goods shall remain property of REI pending full and complete payment of the purchase price as per the Purchase Order and/or Invoice.
3. Delivery periods and deadlines stated by REI shall be approximate unless REI has given an express written confirmation of a deadline as binding.
4. The delivery period shall be prolonged if details required for the performance of the contract are not received on time or if they are subsequently changed by the Buyer.
5. REI has no liability for any delay in delivery.
6. In the event of any delay in REI’s performance due to fire, explosion, strike, shortage of utility, facility, material or labour, delay in transportation, breakdown or accident, compliance with any other action taken to carry out the intent of purpose of any law or regulation, or other causes beyond REI’s control, REI shall not be liable for any direct or indirect damage or loss due to any such causes. REI uses its best efforts to ship within the time specified, but does not guarantee to do so and shall not be liable for any damage caused by delay and delivery, irrespective of the cause of delay.
7. The goods distributed by REI shall be at the sole risk of the Buyer from the time of delivery to the Buyer or to his agent or to any carrier acting for the Buyer. REI will give the Buyer reasonable assistance in connection with any claim for loss of or damage to goods.
8. Insurance against damages of any kind shall be the sole responsibility of the Buyer.
9. REI shall not have any liability for special, indirect, consequential, incidental, or other claims arising from any breach of contract or tort committed by REI or Oy Windside Productions Ltd. (Manufacturer).
10. Goods distributed by REI are distributed “as is” except to the extent that REI honours any applicable warranty made by the Manufacturer.
11. No product may be returned to REI nor may any orders be cancelled without first obtaining the written consent of REI.
12. On failure by the Buyer to accept the goods ordered, REI may cancel the Purchase Order. On any such cancellation, the Buyer is liable to REI for any loss arising out of the cancellation.
13. All federal, dominion, provincial or municipal taxes now or hereafter imposed in respect to the goods distributed by REI and/or the processing, manufacture, delivery, transportation and/or proceeds of the goods herein specified shall be for the account of the Buyer and if paid or required to be paid by REI, the amount thereof shall be added to and become part of the price payable to REI by the Buyer.
14. Payment must be made to REI in accordance with the Invoice and the Purchase Order and must not be made to the Manufacturer.
15. Buyer shall pay interest of 1.5% per month or 18% per annum for all accounts after the due dated provided on the Invoice, however, in no event shall Buyer be required to pay any amount beyond the maximum allowed by law.
16. If in the event it becomes necessary to commence legal action for collection, the Buyer agrees to pay REI’s reasonable costs of collection, which will include legal fees.
17. The contract resulting from the Purchase Order will be governed by the laws of the Province of Ontario, and the laws of Canada applicable therein.
18. The invalidity or unenforceability of any one or more provisions of these Terms and Conditions shall not affect the validity or enforceability of any other provision thereof and such invalid or unenforceable provision or part shall be deemed to be severable.