IMPORTANT: READ CAREFULLY - BOLTEK products are sold subject to the terms and conditions of this Agreement.
ADVISORY USE ONLY!
LIGHTNING DATA SHOULD ONLY BE USED AS PART OF A COMPREHENSIVE LIGHTNING SAFETY PROGRAM.
ALL ELECTRONIC AND MECHANICAL SYSTEMS ARE SUBJECT TO RANDOM FAILURE AND SHOULD HAVE REDUNDANT AND/OR BACKUP SYSTEMS IN PLACE, INCLUDING BUT NOT LIMITED TO, NATIONAL WEATHER SERVICE ADVISORIES AND WARNINGS, HUMAN WEATHER OBSERVATION AND REPORTING, AND MANUAL ALERTING.
EXTREME WEATHER CAN BE UNPREDICTABLE AND BEYOND THE ABILITY OF HUMANS OR MACHINES TO PREDICT. LIGHTNING SAFETY EDUCATION AND READILY AVAILABLE SAFE SHELTER SHOULD BE A FUNDAMENTAL PART OF A LIGHTNING SAFETY PROGRAM.
This document together with other documents referenced herein contains all of the terms and conditions relating to Boltek Corporation (“BOLTEK”) sales to its Customers (including dealers and distributors) and supersedes all prior understandings, policies, terms and conditions or purchase orders, representation and warranties including those in marketing and promotional materials. The terms and conditions herein apply to all sales of products and services to Customers of BOLTEK (being original purchasers of BOLTEK products).
1. Payment Terms
Payments must be remitted in the currency specified by BOLTEK, or if not so specified, in U.S. dollars. Credit terms may be available, at the sole and absolute discretion and according to the decision of BOLTEK’s credit department. BOLTEK shall be entitled, at its sole and absolute discretion, to review and withdraw any extension of credit if, in BOLTEK’s opinion, the Customer’s financial or payment record so warrants.
Customers with open account credit terms shall pay all invoices within thirty (30) days from the date of invoice. Invoices unpaid past thirty (30) days shall be considered overdue. In such case, all further shipments may be curtailed or delayed until payment has been brought up to date, at the sole and absolute discretion of BOLTEK, in addition to any other action that BOLTEK may take, as deemed appropriate in BOLTEK’s sole and absolute discretion. On past due accounts, Customer shall pay, on the unpaid balance, a late payment charge of 2.0% per month (24% per annum), but not in excess of the lawful maximum.
Orders from Customers without credit terms must be prepaid according to the instructions on the “PRO-FORMA INVOICE” produced on receipt of orders or on the on-line order form. Unless security for payment has been otherwise arranged, orders must be paid cash-in-advance.
2. Security Pending Payment
The Customer hereby grants and BOLTEK reserves a purchase money security interest in each product purchased by the Customer and in any proceeds thereof, for the amount of the purchase price owing to BOLTEK. The Customer hereby agrees BOLTEK is entitled to take any action to perfect its security interest over products not fully paid for. After delivery the Customer agrees to be liable for all loss or damage to the goods, however caused, and assumes all of the obligations and risks of an absolute owner and agrees to indemnify and save harmless BOLTEK from any and all loss or damage or claim for loss or damage to persons or property caused by reason of the use, possession or operation of the goods. It is understood and agreed that BOLTEK may assign the payments to be made hereunder to a third party.
All prices are subject to immediate change by BOLTEK without prior notice. All prices are NET and include all applicable discounts. Unless otherwise stated in writing by BOLTEK, any applicable taxes, duties, freight, insurance, or broker fees are not included in the pricing and the Customer agrees to promptly refund BOLTEK for any such charges which BOLTEK may have to pay.
4. Product Specifications
Product specifications may be modified without prior notice or without the Customer being specifically informed. In the event Customer’s purchase requirements are specific, Customer shall have the obligation, before purchasing, to enquire into and confirm with BOLTEK that the specification requirements it requires, still exist in the specific product.
5. Order Confirmation Procedure
All orders are subject to acceptance by BOLTEK and no sales are final until shipped by BOLTEK. Shipping dates are set according to product availability and may deviate, at BOLTEK’s sole and absolute discretion.
6. Cancellation Not Permitted
Unless otherwise stipulated, Customers are not permitted to cancel or modify a product order without a cancellation charge being levied.
7. Withdrawal of Product
BOLTEK may at any time, without notice, withdraw any goods from sale and shall not be obligated to fill any order for goods withdrawn from sale notwithstanding any acceptance of such order. BOLTEK does not represent or guarantee to the Customer the availability for sale of the ordered goods and the Customer hereby expressly releases BOLTEK from liability to the Customer arising out of or by virtue of the failure of BOLTEK to accept or fill any orders of the Customer for goods due to the unavailability for sale of any of the goods.
8. Delivery Dates
Projected delivery dates are estimated upon receipt of order and on the assumption of the absence of delays, direct or indirect. For reasons beyond BOLTEK’s control, some orders may be delayed even after shipment confirmation and BOLTEK shall not be held responsible for such delays. Customers are encouraged to call for estimated delivery dates of special items, as these may sometimes encounter a delay.
All orders are shipped Ex-Works from BOLTEK warehouses, unless otherwise confirmed in writing by BOLTEK. In the event that BOLTEK has not received instructions, shipping shall be arranged by the most economical means available. The Customer shall pay all freight charges regardless of method of shipping, unless otherwise confirmed in writing by BOLTEK. BOLTEK reserves the right to proceed with partial shipments of an order if the Customer’s purchase order does not specify otherwise. Unless otherwise agreed, products shall be packaged according to BOLTEK standards and practices.
10. Invoicing or Shipping Errors
Shipping errors or shortages must be reported to BOLTEK within ten (10) days of receipt of shipment. Invoicing errors must be reported within thirty (30) days from date of invoice. BOLTEK reserves the right not to recognize or correct any errors after such dates and assumes no liability whatsoever after such dates.
11. Limited Warranty
The sole warranty which BOLTEK provides is the Limited Warranty attached hereto as Schedule “A”.
12. Product Return, Exchange or Credit Procedure
Returned merchandise will be accepted for factory repair, exchange, or credit provided that the Customer obtains in advance, an approved Return Merchandise Authorization number (RMA) from BOLTEK Customer Service. All out of warranty repairs carry a minimum repair charge and will be charged at BOLTEK’s current hourly rate for such repairs. To obtain an RMA number, Customer must contact BOLTEK Customer Service by phone, fax or e-mail and provide the following information and action:
(a) The model number of the unit to be returned;
(b) The serial number of the product, and, if requested, the original invoice number;
(c) The reason for the return (repair under warranty or repair out of warranty);
(d) A satisfactory method of payment for eventual charges;
(e) Upon BOLTEK’s issuance of an RMA number, Customer shall return the unit(s) freight pre-paid with the RMA number clearly marked outside the shipping carton.
Upon receipt of the units, BOLTEK shall evaluate and either:
(a) Repair and return the unit under warranty to the Customer without charge; or
(b) Inform the Customer of the problem and estimated repair charges and, with the Customer’s approval, repair and return the unit to the Customer; or
(c) Inform the Customer of the problem and estimated repair charges and, at the Customer’s request, return the unit unrepaired to the Customer; or
(d) If applicable, an invoice will be generated with the costs of evaluation, repair and shipping charges.In all cases, products, whether for repair, exchange or refund must be shipped “prepaid” to BOLTEK at Customer’s expense. Products received without an approved RMA number clearly indicated outside the shipping cartons will be refused. In the event no defect is found during evaluation, a minimum charge may be applied.
13. Governing Law and Jurisdiction
This Agreement is made, executed, and delivered in Ontario, Canada, and any controversy arising hereunder or relation to this Agreement shall be governed by and construed in accordance with the domestic laws of the Province of Ontario. In the event of any legal action being brought by the CUSTOMER, the CUSTOMER agrees and consents to the exclusive jurisdiction and venue of the courts of the Province of Ontario and the Supreme Court of Canada. The parties hereto hereby agree that the application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement does not apply and is strictly excluded. In the event of any litigation or other dispute arising as a result of or by reason of this Agreement, the prevailing party in any such litigation or other dispute shall be entitled to, in addition to any other damages assessed, its reasonable legal fees, and all other costs and expenses incurred in connection with settling or resolving such dispute.
14. Modification of Terms and Conditions
Any modifications or departure from these terms and conditions must be written and approved by an authorized signing officer for BOLTEK. BOLTEK reserves the right to modify these terms.
15. Export Restrictions
Customer shall not export or re-export any Boltek products to any country, person or entity, without BOLTEK’s prior written consent.
16. NOT A LIGHTNING SAFETY WARNING DEVICE
BOLTEK PRODUCTS ARE INTENDED FOR METEOROLOGICAL AND SCIENTIFIC APPLICATION. WHILE THEY CAN PROVIDE VALUABLE WEATHER DATA, BOLTEK PRODUCTS ARE NOT FAULT TOLERANT AND ARE NOT DESIGNED, MANUFACTURED, OR INTENDED OR RECOMMENDED FOR USE OR RESALE AS LIGHTNING SAFETY OR LIFE-SAFETY DEVICES OR AS ONLINE CONTROL EQUIPMENT IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN (BUT NOT LIMITED TO) THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES, OR WEAPONS SYSTEMS, IN WHICH THE FAILURE OF THESE TECHNOLOGIES COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. BOLTEK AND ITS SUPPLIERS SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR A SAFETY WARNING DEVICE OR OTHER HIGH RISK ACTIVITIES. CUSTOMER IS RESPONSIBLE FOR THE PLACEMENT OF THE PRODUCT ANTENNAE. THE PRODUCT SHOULD BE INSTALLED IN ACCORDANCE WITH INSTALLATION INSTRUCTIONS PROVIDED BY BOLTEK. BOLTEK TAKES NO RESPONSIBILITY FOR LIGHTNING STRIKES TO LIGHTNING SENSORS OR ANTENNAE.
17. Entire Agreement
With the exception of any BOLTEK Software License Agreement which may accompany any BOLTEK product and govern the terms and conditions of any software which accompanies the Product, it is understood that the foregoing terms and conditions are the complete and exclusive agreement between the Customer and BOLTEK (including its dealers, distributors, agents and employees) which supersedes any proposal or prior agreement or license, oral or written, and any other communications related to the subject matter of this Agreement. If one or more of the provisions of this Agreement is found to be illegal or unenforceable, this Agreement shall not be rendered inoperative but the remaining provisions shall continue in full force and effect.
If you have any questions about these Terms and Conditions, write to BOLTEK at Boltek Corporation, 4 Stonebridge Dr Unit 2, Port Colborne, Ontario L3K5V5, Canada or call BOLTEK at (905) 734-8045.
BOLTEK LIMITED WARRANTY
(a) Unless otherwise stated, and except as set forth herein, BOLTEK warrants the original purchaser that for a period of twelve months, the product shall be free of defects in materials and workmanship under normal use. The warranty period commences with the date of shipment from BOLTEK. During the warranty period, BOLTEK shall, at its option, repair or replace any defective product upon return of the product to it, at no charge for labour and materials, or refund the purchase price upon return of the product to BOLTEK, all at BOLTEK’s sole option. Any replacement and/or repaired parts are warranted for the remainder of the original warranty or ninety (90) days, whichever is longer. The foregoing warranty shall apply only to the original purchaser, and shall not be extended to any subsequent owner of the product. The original purchaser must promptly notify BOLTEK in writing if there is a defect in material or workmanship, such written notice to be received in all events prior to expiration of the warranty period. There is absolutely no warranty granted herein on software and all software products are sold as a user license under the terms of the software license agreement included with the product. The Customer assumes all responsibility for the proper selection, installation, operation and maintenance of any products purchased from BOLTEK. Custom products are only warranted to the extent that they do not function upon delivery. In such cases, BOLTEK can replace or credit at its option.
(b) Conditions to Void Warranty
This warranty applies only to defects in parts and workmanship relating to normal use. It does not cover:
- damage incurred in shipping or handling;
- damage caused by disaster such as fire, flood, wind, earthquake or lightning;
- damage due to causes beyond the control of BOLTEK such as excessive voltage, mechanical shock or water damage;
- damage caused by unauthorized attachment, alterations, modifications or foreign objects being used with or in conjunction with the product;
- damage caused by peripherals (unless such peripherals were supplied by BOLTEK);
- defects caused by failure to provide a suitable installation environment for the products;
- defects caused by lighting strikes to lightning sensors or antennae;
- damage caused by use of the products for purposes other than those for which they were designed;
- damage from improper maintenance;
- damage arising out of any other abuse, mishandling or improper application of the products.
(c) Items Not Covered by Warranty
In addition to the items which void the Warranty, the following items shall not be covered by Warranty: (i) freight cost to the repair centre; (ii) customs fees, taxes, or VAT that may be due; (iii) products which are not identified with BOLTEK’s product label and serial number; (iv) products disassembled or repaired in such a manner as to adversely affect performance or prevent adequate inspection or testing to verify any warranty claim.
(d) Limitation of Damages
BOLTEK’s liability for failure to repair the product under this warranty after a reasonable number of attempts will be limited to a replacement of the product, as the exclusive remedy for breach of warranty. Under no circumstances shall BOLTEK be liable for any special, incidental, or consequential damages based upon breach of warranty, breach of contract, negligence, strict liability, or any other legal theory. Such damages include, but are not limited to, loss of profits, loss of marketing, loss of the Product or any associated equipment, cost of capital, cost of substitute or replacement equipment, facilities or services, down time, purchaser’s time, the claims of third parties, including customers, and injury to property, notwithstanding the fact that the BOLTEK may have been advised of the possibility of such damages. The laws of some jurisdictions limit or do not allow the disclaimer of consequential damages. If the laws of such a jurisdiction apply to any claim by or against BOLTEK, the limitations and disclaimers contained here shall be to the greatest extent permitted by law. Some states do not allow the exclusion or limitation of incidental or consequential damages, so that the above may not apply to Customer.
(e) DISCLAIMER OF WARRANTIES
EXCEPT AS SPECIFICALLY PROVIDED FOR ABOVE, THIS WARRANTY CONTAINS THE ENTIRE WARRANTY FOR BOLTEK PRODUCTS (SAVE AND EXCEPT ANY SOFTWARE WHICH MAY BE THE SUBJECT OF A SEPARATE SOFTWARE LICENSE AGREEMENT) AND SHALL BE IN LIEU OF ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED (INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) AND OF ALL OTHER OBLIGATIONS OR LIABILITIES ON THE PART OF BOLTEK. BOLTEK NEITHER ASSUMES, NOR AUTHORIZES ANY OTHER PERSON PURPORTING TO ACT ON ITS BEHALF TO MODIFY OR TO CHANGE THIS WARRANTY, NOR TO ASSUME FOR IT ANY OTHER WARRANTY OR LIABILITY CONCERNING THE PRODUCT. THE ENTIRE RISK ARISING OUT OF THE USE OR PERFORMANCE OF THE PRODUCT REMAINS WITH THE CUSTOMER.
BOLTEK PRODUCTS ARE INTENDED FOR METEOROLOGICAL AND SCIENTIFIC APPLICATION. WHILE THEY CAN PROVIDE VALUABLE WEATHER DATA, BOLTEK PRODUCTS ARE NOT FAULT TOLERANT AND ARE NOT DESIGNED, MANUFACTURED, OR INTENDED OR RECOMMENDED FOR USE OR RESALE AS LIGHTNING SAFETY OR LIFE-SAFETY DEVICES OR AS ONLINE CONTROL EQUIPMENT IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, SUCH AS IN (BUT NOT LIMITED TO) THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES, OR WEAPONS SYSTEMS, IN WHICH THE FAILURE OF THESE TECHNOLOGIES COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. BOLTEK AND ITS SUPPLIERS FURTHER SPECIFICALLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR A SAFETY WARNING DEVICE OR OTHER HIGH RISK ACTIVITIES. CUSTOMER IS RESPONSIBLE FOR THE PLACEMENT OF THE PRODUCT ANTENNAE. THE PRODUCT SHOULD BE INSTALLED IN ACCORDANCE WITH INSTALLATION INSTRUCTIONS PROVIDED BY BOLTEK.
(f) Out of Warranty Products
Products not covered by this warranty, or otherwise out of warranty due to age, misuse, or damage shall be evaluated, and a repair estimate shall be provided in accordance with BOLTEK’s standard terms and conditions. No repair work will be performed until a valid purchase order is received from the Customer and a Return Merchandise Authorization number (RMA) is issued by BOLTEK’s Customer Service.
(g) Limitation Period re Warranty Claims
Any action or claim arising out of this Warranty must be brought by CUSTOMER within one year of the CUSTOMER becoming aware of the facts pertaining to a potential action or claim.
(i) Governing Law
This disclaimer of warranties and limited warranty are governed by the domestic laws of the Province of Ontario, Canada. The application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement does not apply and is strictly excluded.