The Buyer's INVOICE as well as this agreement "Universal Terms of Service" are binding upon the Buyer and Seller.
1. Mailing Address:
- The mailing address and other contact information represented on the Buyer’s INVOICE will stand as the official means of contacting the Buyer as it pertains to this agreement.
- It is agreed that sales are made exclusively on the terms and conditions contained herein. CJR Distributing (“Seller") agrees to sell and (“Buyer”) agrees to buy equipment per the terms set forth below.
3. Product Description
- The product description is represented in the INVOICE and will stand as the only representation of what is being purchased. Despite any promotional materials, catalogs, or web representations or conversations and correspondence as part of the sales process, Buyer acknowledges that he/she has read the invoice and the description on the same is the accurate representation of what is being purchased.
4. Sale Price
- The sale price is represented in the Buyers INVOICE.
- Prices represented online and quoted on Buyers invoice reflect a given 20% discount off the Sellers standard list price. The discounted price is subject to on time payment of any balance payments as well as compliance to the terms of this agreement.
- Buyer acknowledges that Seller makes no guarantee that the press being purchased has enough tonnage or surface area to cut Buyer’s desired material(s) and or Die(s). Additionally, no guarantee can be made that larger presses, having the capacity to cut with enough sensitivity to cut very small dies in a consistent manner. There are a variety of different types of presses specifically to accommodate the different needs of each customer. No one press is a solution to all types of cutting. The mechanical design and makeup of each type of press is different, and the tonnage of one type of press will not have any bearing on the cutting ability of another with the same or more tonnage.
- If there is any question as to the amount of tons required for Buyer’s needs, the Buyer should send numerous samples as well as the dies that will be used to the Seller where appropriate testing may be performed and video tapped. Copies of the testing will be placed online for the Buyer to view.
- Sample Material - when determining how much sample material to send, bear in mind that we may need to test on different size machines and on each machine there is the need to test cut from smaller pressure settings to larger pressure settings. each time we attempt to cut without actually cutting all the way through, we need to change out the material. For each machine the die and material are tested on, it can take up to 5 cut attempts to determine the right setting or ability of the press
- Buyer should include a self addressed return label to have dies returned after testing.
6. Operation Manual
The Operation Manual will be provided by electronic PDF.
Seller accepts payment by Company Check, Money Order or Wire. CREDIT CARDS, PURCHASE ORDERS AND OR LENDER NOTES ARE NOT ACCEPTED.
Payment by Wire
CJR Distributing, LLC
Acct # 441591011164
Route # 124000737
348 E. S. 12300
Draper, Utah 84020
Payment by Check
Pay to: CJR Distributing, LLC
441 W. 12300 S. Ste A600
Draper, Utah 84020
Ph 800 733 2302
Fx 888 368 4111
- NO INVOICE WILL BE SUBMITTED FOR BALANCE.
- On custom build orders, Seller will notify Buyer about Balance payment once the goods are 5 days from port arrival. Buyer's balance payment must clear within 4 days of goods arriving at the CA Holding center. The CA center allows 4 days of free holding until they begin accessing fees, so it is imparitive that Buyer be able to coordinate payment and arrange shipping on time.
- Buyer acknowledges that if payment is not received on time, and or if shipping has not been arranged on time, they will be responsible for 3rd party storage fees.
- Please notify Seller by email with a copy of the wire or check, once sent so our accounting department can help expedite this order.
8. Lending Institutions
- Before applying for a loan or lease for this equipment, Buyer should be aware that some lending institutions will not fund part or all of the payment until the equipment is delivered and has been set up and running.
- Buyer should verify the lending terms of their respective entity before attempting to secure funding to insure that they are not contrary to the payment requirements of this agreement.
9. Fund Clearing
- Buyer acknowledges that 6 “full working days” will be required to deposit and receive notice that funds have cleared from the time a check is received from the Buyer. Please do not request that this time be reduced or ignored.
- Note that this condition is not subject to any declaration on the part of Buyer’s bank that the funds have been released but rather an acknowledgement from Seller’s bank that the funds have cleared.
10. Security Interest
To secure Buyer’s balance payment, Seller hereby retains and the Buyer hereby grants to Seller a purchase money security interest in the products sold by Seller to the Buyer, until such indebtedness has been corrected by the Buyer in full.
11. Stock Machines
- Stock machines are machines that are in stock and sitting on the Seller’s floor at the time of purchase
- If noted on your invoice, some stock machines are either in the port of Long Beach awaiting clearance and delivery to CJR facilities or possibly in transit from port to CJR facilities. Items that are in port must still clear customs before being available for customer pickup.
12. Custom Build Machines
- If your INVOICE indicates that your machine is a “custom build machine” the build time will take approximately 30 to 45 days after which the machine will be shipped from our overseas facility and arriving within 3 to 4 weeks. for an anticipated delivery date of about two 65 days.
- The time frame begins following receipt of the signed INVOICE and receipt of cleared funds for the DEPOSIT. Availability of the press will be subject to International holidays, weather at sea, customs clearing, possible customs inspections and other acts of industry and God which are beyond Seller's control.
- The Asian export market is controlled by Mainland China as producer of 70% of all world goods. Subsequently the flow of ships from this part of the world primarily revolves around China and is effected by all China holidays regardless of product origin. Buyer acknowledges that build times will be effected by China holidays which effectually stops international commerce in this part of the world. You can view the Chinese government's official holidays HERE
13. Inspection Delays
If Buyer intends to inspect their press or receive training before pickup, they must note the same at the time of purchase as the coordination of the press is different and additional costs must be agreed upon to get the press from CA to UT. If for any reason the Buyer is unable to attend training or send someone to attend the training and inspection, they will be required to pay the balance until such time as they can schedule the same.
- If the Buyer is unable to schedule the Utah inspection or fails to pay the balance within 15 days of the notice, the Buyer agrees to pay storage fees of $100.00 a day until the machine is paid in full and picked up from Seller's location(s).
- Machines that are being picked up in California are held by a third party logistics service, which grants 4 days of free storage while Buyer arranges shipping. If the press is not paid for and picked up within this time frame, they agree to pay storage fees in the amount of $100 a day. Storage fees need to be paid before equipment can be released.
- If Buyer fails to inspect and or pay for the balance after 60 days of notice, the Seller has the right to retain Buyer's deposit and cancel the order without any obligation or reimbursement.
15. Inspection Waiver
Buyer may waive their right to inspection prior to shipment but in so doing assumes all liability in the event the equipment is damaged or lost during transit and or is not operational upon receipt at Buyer’s place of business. All machines are checked before shipping to warrant that they are in good working condition.
16. Shipping from Factory
All overseas transportation costs, logistics costs, custom fees, freight forwarding fees, inspection fees and clearing fees, freight forwarding fees and transport fees from the port to Seller’s Facility are covered in the purchase price represented in the Buyers Invoice are the sole responsibility of the Seller.
17. Pickup Location
Unless otherwise stipulated on Buyers signed invoice, All equipment is picked up from the California Distribution Center.
Utah Corporate Office
Draper Gateway Center
441 W. 12300 S. Ste A600
Contact : Michelle
To keep the cost of equipment down, most inventory is stored at a California Freight Forwarding Center awaiting delivery instructions. This saves the Buyer by eliminating the unnecessary cost to transport product inland to Seller's Utah facility.
18. Testing & Training
- Product that is at the Utah office may be viewed and tested.
- The California Logistics Center is a third party warehouse that is not open to the public, consequently Buyer will not be able to view, test or be trained at this location.
- Buyers that want to view or be trained on their product before payment will need to stipulate the same at the time of purchase so arrangements can be made to move equipment to the Utah location. Costs associated with the same will be passed on to the customer and represented as a separate line item on Buyers invoice.
- Buyers that are purchasing product that has not been constructed need to indicate whether they want to be picked up from the California Logistics Center upon arrival or if they want the same to be shipped directly to the Utah office where they can view everything and receive training.
- Deliveries to Utah will increase the availability time of buyers goods by 4 to 7 days beyond what is indicated above.
- All crates and presses coming from the California Center are considered in good condition unless specifically noted at the time of pickup. If the driver notes any exceptions on the BOL, the driver is also responsible for taking and providing pictures to substantiate the noted condition. Buyer Acknowledges that the failure or their driver to provide pictures at pickup will result in a denial of any claim.
- Driver must also bring any damage to the attention of the Centers claims manager before loading the press onto his/her truck and get a signature acknowledging the same on the BOL.
FYI: On international shipments, the final destination must be stipulated at the time shipment is booked for customs and logistics purposes. Consequently final destinations must be determined in advance and changing the same in transit is costly and often results in delays.
19. Shipping From Seller to Buyer
- Buyer is responsible for shipping costs from Seller’s designated warehouse to Buyer’s place of business. Buyer will need to arrange shipping service. Seller will provide all pertinent shipping information necessary to secure shipping.
- Seller does not accept "shipping Collect"' terms. Please do not ask.
- Once Buyer’s shipping company removes the equipment from Seller’s facility, all risk of loss or damage to the Products shall pass to the Buyer.
20. Bill of Lading
- BILL OF LADING must be received from BUYER one work day (24 hours) before the truck is to arrive. If the press is above 8000 lbs special equipment will need to be coordinated for loading which requires coordination between the Buyer and the seller and is subject to availability of a oversized forklift from a 3rd party. See more information in LARGE PRESS COORDINATION section.
- The name on the BOL must be the same as the name on the invoice for which the press was purchased.
- The BOL is a legal document that that binds the Buyer to the terms and policy of their shipping company. The Buyer acknowledges that they have read the conditions of the BOL before sending the same to the Seller and hereby authorize the Seller to sign the BOL on their behalf.
- Seller (CJR) is not to be listed as the shipper on the BOL. The name on the BOL for shipper is supposed to be the name of the Buyers company. The shipper is the party scheduling the shipping and is also the party that is the legal contact for any shipping related issues including but not limited to claims.
- Seller will sign the Bill of Lading (BOL) document at the time of pickup, but Buyer agrees to indemnify Seller for any and all liabilities that may occur as a result of the signing and shipping.
Below you will find all the information you will need to arrange shipping:
21. Weight & Dimensions
- You can find your weight and dimensions on your invoice.
- Press weight is not exact and may vary by plus or minus15%
- The weights stipulated on the website, do not include Roller stands, tables or other accessories that may have been added.
- The Press will not come in a wood crate unless specifically stated in the Buyers Invoice. The cost for wood crate packaging is different from one press to another. If buyer wishes to have a wood crate, they need to request and pay for the same at the time of purchase.
- If the wood crate is being shipped to another country and a wood treatment certificate is required at customs, the cost for wood treating will be above and beyond the cost of the crate.
- See More on crate construction below
23. Pickup Hours
Monday - Friday between 1pm and 3pm (excluding Holidays)
24. Seller Loading
- The Seller does not have a loading dock. Seller has a forklift and will load the goods on Buyers truck.
- It is the shipping companies responsibility to situate the machine beyond the back gate and secure for transport.
- Seller will not move the press beyond loading at the rear of the trailer or truck unless the truck is a flatbed and side access is available.
25. Size and Weight Restrictions
Presses that are heavier than 8000 lbs or wider than 89" cannot be loaded on a standard ENCLOSED freight trailer.
26. Driver Preparation
Some machines are top heavy. Driver should have the necessary equipment to secure the shipment and prevent it from movement during transport.
27. Forklift Considerations
- For your protection, If hiring a trucking company on a LTL delivery, make sure your trucking company has the necessary forklift to load and unload your press at intermediary facilities. an appropriate forklift is one that can lift the entire load without tilting, dragging or pushing.
- Crates and or presses must only be lifted if forks extend all the way through the opposite side and extending 4" beyond the chassis. Attempting to lift the press with the forks partially inserted will fracture the under body of the press.
- Some Presses have a sump oil box the protrudes below the lower belly. Forklift drivers should take special care to look under the press to determine the location of the sump box. Failure to do so will result in damage to your press for which Seller is not responsible.
28. Driver Instructions (Access Documents)
FYI - During the bidding process for shipping Buyer may talk to several shipping companies. In the past drivers have commonly shown up with nothing more than the name of the state they are headed for. Subsequently, Seller has inadvertently loaded the wrong press and even loaded a truck that the Buyer had requested a quote from but not the truck they contracted.
- For these reasons and to insure the correct coordination of your purchase, Drivers must provide an ACCESS DOCUMENT that is signed by the Buyer before Seller will release any equipment.
- The BOL is not an access document. The access document requires the following information
Buyers Company Name
- If the driver arrives and attempts to pick up a machine without the right paperwork, they will be refused. Buyer acknowledges that Seller will not be liable for any charges if the trucking company charges the Buyer for a second or subsequent pickup fees.
29. Shipping Quotes
- FYI - If Buyer requests an approximate shipping quote at the time of purchase from seller, please bear in mind that shipping is a very volatile industry and prices will change from hour to hour. In most cases, you will get your best price when you find a driver or company that is already going in the same direction with a near full load and enough room for your item.
- Buyer acknowledges that regardless of any approximate shipping estimates, the Seller is released from any shipping costs, whatsoever, should the actual price exceed cost estimates.
30. Shipping Assistance
- In the event that the Seller agrees to assist with quotes for shipping, the same is done with the buyers understanding that whether the Seller actually contracts with the shipping company on the Buyers behalf or not, the Buyer is still responsible for any liabilities arising out of and in the course of shipping.
- The buyer has no knowledge concerning a shipping companies legal compliance, insurance coverage, licensing or specific ability to perform any type of shipping.
- Verification of all matters related to shipping are the responsibility of the Buyer whether the Seller assists in this matter or not.
31. Loading Inspection
- Buyer is entitled to be present when the machine is packaged and prepared for shipping. In the event of any accident or damage happening prior to shipment, Seller will notify Buyer right away and remedy the damage.
- If buyer waves their right to be present as the machine is packaged and loaded for shipment, they waive any claim for damages that are suspected to have occurred before being loaded.
32. Pallet/Crate Construction
- If the machine in mention is placed on a pallet or crate, Buyer acknowledges that the crate or pallet is not designed with impact cushioning to handle being dropped, crushed or tipped over. Pallets and crates are not designed to be pushed, lifted or dragged end to end. Doing so will damage the crate and the contents.
- Crates are constructed of a 3" x 3" skid runners, 1/8th" plywood siding with 1/2" plywood framing on the joints and corners. The crate is not constructed in a way to support throw over strapping if being shipped by open flatbed trailer.
- The crate is not designed to be stackable and nothing is to be stacked on the crate during shipping.
- If the press is packaged with horizontal of vertical runners, Forklift drivers are not to lift or block the press in a way that allows a forklift to attempt to lift in a manner that is contrary to the design of the runners. Once the runners have been damaged or torn off, the press is extremely dangerous as it is susceptible to tipping. Loading and unloading the press without the skids will undoubtedly result in a damaged press upon arrival
33. Large Press Coordination
- Machines with a press tonnage over 35 Tons require additional logistics time for shipping due to the size and weight, which requires the coordination of a larger forklifts. Buyer must coordinate the schedule availability of their truck with the Sellers availability of a oversized forklift before sending a truck.
- When the Seller has to schedule a over sized forklift, it is from a rental company on a 4 hour time frame. If the Buyer's shipping company does not arrive when scheduled or misses their pickup time, The forklift is not necessarily going to be available to stay over as they are generally pre-scheduled elsewhere.
- Buyer acknowledges that they will be liable for any additional costs incurred for keeping a forklift late or rescheduling a forklift if Buyers truck does not arrive when scheduled.
- Authorization for expenses will need to be signed for before release of shipment. The rate for oversized forklift with 90" forks is 780.00 a day including pickup and drop-off charges. In some cases, if the forklift cannot be rescheduled right away, the Buyer will need to reschedule their shipping and send over a new Bill of Lading without cost to the Seller.
- Presses that have been purchased with a auto feed tables, pre delivery stands or with conveyor tables will require an additional 24 hours for disassembly and preparation for shipping.
34. Claims Admin Fees
In the event of any damage during shipping, the responsibility of filing the claim is the responsibility of the Buyer. If Seller is asked to provide information relative to a shipping claim there is a minimum service fee of $50.00.
35. Warranty Re-inspection
- In the event of damage to the press during shipment that is evidence of improper handling, dragging, dropping, or being hit by a forklift in the area of any electrical components, the press warranty will be voided until such time as a company appointed tech can view the press first hand to substantiate that all electrical is in proper working condition at which point the buyer will be given a document of warranty reinstatement.
- Scheduling a warranty re-inspection must take place no later than 14 days after damage occurs.
- All costs relative to warranty re-inspection will be the responsibility of the buyer. Portal to Portal labor rates and additional expenses are stipulated below.
36. RMA Request Form
- In the event a machine is damaged by the Buyers shipping company and the buyer does not take possession of the press, or rather requests that a new machine be returned due to damage caused by anyone other than Seller, the Buyer must complete a RMA (Return Material Authorization) request form before making arrangements for return shipment.
- If the RMA request has not been approved or signed for, Seller will not accept delivery and Buyer accepts all responsibility for additional costs incurred.
37. Mechanical design
Pictures reflect the general shape and design of each press. Buyer acknowledges that some changes in the paint schematic or mechanical build may occur without affecting any of the specs or performance or voiding this agreement.
38. SIEMENS Electronics
Buyers have the option of press construction with 100% USA made SIEMENS electrical components as represented online and in marketing pieces. The costs associated to the same can be quoted at the time of purchase. If Buyer has requested all SIEMENS parts, the same must be noted as a separate line item on the invoice before signing.
- Buyer may enjoy the benefit of warranty protection up to 2 years full parts and labor. The highest level of protection offered in the industry. In an effort to offer a apple to apple price comparison with competitor pricing, all prices on the site reflect the standard purchase warranty. Buyer has the option of upgrading the purchase warranty to a (Premier 1 year) or (Premier 2 year).
- All warranties begin 7 days after the shipment date in which the press is picked up by Buyer's shipping company.
- Purchase Warranty. The standard warranty provides a full year of protection for parts and parts shipping as well as a 90 day labor guarantee for any problems encountered after purchase. This warranty is part of the purchase price and is included in the prices represented on our website.
- Premier 1 year warranty includes a full 12 months of protection including parts and labor for the remedy of any encountered problems known to be the fault of the manufacturer
- Premier 2 Year Extended Warranty improves Buyers protection to a full 24 months of parts and labor protection for defects or errors in the press.
- Unless specifically represented on the invoice as a separate line item, must be stipulated for optional warranties of anything above and beyond the standard warranty that's included as part of the purchase price.
- In order to keep this warranty in effect, Buyer must have met its' own obligations under this Purchase Agreement, and , (i) provide proof of setup and wiring by a licensed electrician (ii) properly and promptly used, maintained and repaired the products and parts (iii) only used suitable material and (iv) Buyer must monitor the press using a DVR system with 24 hour playback capability (iv) not made any changes to the press, including altering the upper or lower cutting plate or the reduction of the safety features of the Product (v) Attempting to cut with material and dies that reduce the RPM of the motor more than 10% (vi) failing to use the right sized breaker or running the correct wire size from the breaker box or not providing a dedicated direct power supply from breaker to press, (vii) Failing to properly maintain or lubricate the press.
- This warranty does not cover normal wear and tear or defects due to (i) improper or negligent handling or overloading, (ii) the use of unsuitable operating or raw materials, (iii) defective or improper premises, chemical, electro-chemical or electrical influences, (iv) damage during transportation, or (v) weather or other influences of nature.
- The definition of overloading is any press operation which results in a rpm loss of more than 10% after each cut.
- THE WARRANTIES SET FORTH HEREIN ARE EXPRESSLY IN LIEU OF ANY AND ALL OTHER WARRANTIES AND OBLIGATIONS EXPRESSED AND IMPLIED, INCLUDING ANY WARRANTY OF MERCHANT ABLITLY OR FITNESS FOR ANY PARTICULAR PURPOSE.
- Neither Seller nor its' suppliers assume or authorize any person to assume on its behalf, any other liability or obligation, whether for direct or consequential damages, or otherwise. Further, the Buyer will not, nor permit any other person to, alter or otherwise attempt to defeat the operation of any part or system in the equipment which is installed with the purpose of, or which contributes to the prevention of personal injury or the attainment of safety. The Product(s) will be used only for the purpose(s) originally intended.
40. Buyer’s Remedies and Damages
Buyer’s sole and exclusive remedy for any action or omission of Seller, are expressly limited to having Seller, at its' option, either repair or replace at the Buyer’s place of business or in Seller’s own shop any defects.
The first step to any service call is to attempt to diagnose the problem over the phone with supporting pictures and video. In the event of any defect, the Buyer is responsible to provide Seller with accurate information relevant to the machine in an attempt to remotely diagnose any issues.
- Buyer agrees to provide a qualified individual that is comfortable with removing panels, testing electrical connections, testing hydraulic issues, taking pictures and or video necessary in diagnosing problem areas.
- it is imperative that the Buyer diligently follow Sellers instructions in an effort to eliminate potential causes of the error. Tests need to be performed in the order in which Seller instructs to allow Seller's technician to verify that tests were performed correctly.
- If a test is skipped or not performed correctly, Seller may miss the true cause resulting in days of additional pursuits in the wrong direction.
- Seller is helpless to assist Buyer in any diagnostics situation if Buyer is unwilling to honestly assist in following diagnostics procedures and providing truthful feedback.
- In the process of assisting Buyer for any press issue, if it becomes evident that the Buyer made misleading statements or failed to meticulously follow and report on diagnostic procedures, The Buyer acknowledges liability for any losses incurred by the Seller, including but not limited to labor, Shipping of parts, shipping of equipment as well as flight, travel and housing expenses if any.
43. Required Tools
Buyer will need to have a Digital Multi Tester, oscilloscope & hydraulic analyzer as well as basic hand tools to assist Seller's technicians in performing diagnostic testing.
44. DVR Requirement
- Buyer acknowledges that adequate video documentation will be required to remedy any press errors or malfunctions. Buyer may also be requested to provide before/after footage from the companies security system to demonstrate actual causes for the errors in mention or potentially to verify that testing procedures were followed.
- If Buyer does not currently have a continual loop DVR with 30 day backup capability, they agree to purchase and install the same as a means of documenting press and operator behavior before and after any incident. 4 Camera positions need to be trained on the press as follows:
- 1. Control Panel or Touch Screen (Close enough to view the actual settings
- 2. The front of the press (To clearly show the operators handling of the die and material
- 3. Overhead of the machine ( to clearly show activity at the back and sides of the press
- 4. The Opening of the press between the top and bottom cutting surfaces, the die and the materials.
45. Service Labor
- Service labor in Buyer’s plant will be free of charge for three (3) months from the date of shipment. Service is deemed to be based on a normal 8 hour day, Monday through Friday;
- Service Calls - Unless an extended warranty is stipulated on the original purchase invoice, after a period of ninety (90) days from the date of pickup from Sellers facility, an hourly rate and an hourly travel time charge portal to portal is $125.00, plus related travel and living expenses, if any, shall be paid by the Buyer for servicing and repairs made by the Seller. Seller reserves the right to determine whether the repairs and/or service are to take place at Seller’s or Buyer’s facility.
Any and all claims against Seller for any loss or damages, including but not limited to loss or damage arising out of the failure of the Product(s) or parts to operate for any period of time, inconvenience, or the use of rental or replacement equipment, other economic loss or loss of profits, or general, direct, immediate, special indirect, incidental or consequential damages or loss, commercial loss or any other loss or damage, whether arising from the negligence of Seller or from any other cause whatsoever, are expressly waived and excluded, and
47. Site Preparation
Depending on the specifications or your concrete and concrete reinforcing, larger presses may require some site prep before operating. Buyer releases Seller from any liability in the event of site damage.
- Incorrect wiring will damage the motherboard, control panel and other electrical components and may cause other mechanical failures which will not be covered by Seller. The use of proper transformers, breakers and wire size will affect the life and functionality of the press.
- Buyer agrees that the Press will be wired to the appropriate breaker on a dedicated direct line from the breaker box.
- Initial setup of the Product(s) must be performed by a licensed electrician at the expense of the Buyer to validate all warranties.
- Electrician will be asked to verify compliance to state commercial code for wiring and power supply to the press. Proof of service and acknowledgement must be faxed to Seller within 48 hours of service or warranty regarding electrical issues or press malfunctions will be voided.
- Seller will provide complete orientation and training at their Utah facility. Seller will pay for one hotel room for one night and provide transportation to and from the Salt Lake City, Utah international airport.
- If Seller misses their flight or for any reason does not show up on the scheduled date, additional costs for lodging will be the responsibility of the Buyer.
- If Buyer requests onsite assistance for setup or training, Seller will provide the same at $1,000.00 per day (portal to portal) plus airfare. Daily rate covers hotel, rental car, food and labor.
- Unless specifically stated by the seller in writing, setup costs and onsite training are not included in the product’s purchase price.
50. Onsite Training
- If Buyer requests and pays for onsite training, Seller still requires that the press be paid in full before being shipped to the Buyers location. Once the press has arrived at the buyers facility, the Buyer needs to give Seller 10 days notice to secure airfare and accommodations, Buyer agrees to provide transportation to and from the airport as well as to and from the hotel if staying overnight.
- Buyer agrees to provide necessary equipment to move and lift the press. Buyer will have electrical in place and ready for hookup with a junction box that is within 5' from the press. Buyer will also provide essential tools other than Seller's basic hand tools which he will bring.
- Employee Training - Buyer expressly acknowledges that, due to the multiple use of the product, with many tools (dies) and materials, point of operation guarding and installation thereof, as well as training and supervision of operators, are the responsibility of the Buyer.
51. Replacement Parts
- Most replacement parts are shipped same day following notice of order. If any part is not in stock at the time of an order, Buyer will have the right to order the same from its' international suppliers. Orders weighing less than 10 lbs will be shipped by economy air unless Buyer chooses to pay for a faster shipping method. Orders weighing more than 10 lbs will be shipped by sea.
- Replacement parts are warranted for defects in material and workmanship for a period of ninety (90) days or the remaining life of the original manufacturer’s warranty, whichever is greater of the two.
- In-warranty parts will be invoiced to Buyer. However, full credit against such invoices will be issued if defective parts are returned to Seller within thirty (30) days of date of invoice. No credit will be allowed for defective parts returned after thirty (30) days. Transportation costs for the return of in-warranty parts to Seller are the responsibility of Buyer.
52. Non Stock - Parts
- Seller does not stock metal control boxes, and panel covers or other metal chassis pieces that are fabricated as part of the press construction. Items such as these if damaged, must be ordered from the factory and shipped from overseas.
- Internal parts that are associated to the mechanical makeup of 3rd part parts such as motors, pumps and electrical components are not stocked and in most cases are unavailable. The components can be purchased as a complete unit but individual internal parts may not.
- Replacement chassis parts will arrive in primer color. The buyer bears responsibility for color matching and painting after receipt.
53. Depreciation Scale
Seller is under no obligation to buy back a press, but in the event the Seller determines to do so, the overall condition of the press will be evaluated and providing the press is in good working condition with no cosmetic issues, the depreciation scale will be assessed as 5% per month. Therefore if a press is 6 months old the Seller will buy back the press at 30% off the purchase price. In all cases, the buyer will be responsible for return shipping.
54. Regulations of Safety.
- It is the responsibility of the Buyer to properly train their operators in the safe use of this machine before allowing anyone to begin operation. The operation manual should be read by each user before use.
- General safety regulations can differ from state to state. Seller makes no guarantee that the equipment being sold meets all safety regulations
- Machines that come with safety light curtains require periodic maintenance to insure that both lights are adjusted in a way that allow the lights to communicate. If the lights are not adjusted correctly, the safety function will not work which could result in injury. Safety lights need to be set up initially and tightly secured to prevent movement. Buyer should implement a daily inspection of safety features before use. Buyer releases Seller from any liability resulting from Buyers failure to set the lights up correctly and insure that they are in proper working condition at all times.
55. Release of injury Liability
- Before singing this agreement, Buyer should be certain of all state and federal regulations concerning machinery of this style and design. It is the Buyers responsibility to request additional safety features, if necessary, to meet the regulations of their state so they can be added at the time of purchase.
- Buyer agrees to indemnify, and hold Seller harmless from all liabilities arising out of operator or bystander accidents, injury or death.
- Buyer agrees to perform daily testing and maintenance necessary to insure that the press is operating correctly and does not pose a danger to the operator or bystanders.
56. International Buyers
- The specific costs and time frames represented in this agreement concerning parts availability, shipping and labor rates do not apply for machines shipped or moved outside the continental United States whether shipped or move by the seller or the buyer.
- Sales prices for machines and parts do not include any duties, tariffs or taxes that may be imposed by international customs when the same is shipped to their country. All tariffs, taxes or duties will be paid by the buyer.
- If a machine is moved from the address represented on the signed purchase agreement outside the country, additional costs for warranty shipping and service will be the responsibility of the Buyer.
- It must be understood that the necessary language for diagnostics and service is English. Buyer acknowledges that they are responsible in all cases to provide a English speaking individual who can translate in a technical sense, all communications necessary. Failure to do so will result in the Sellers inability to provide support and or technical assistance.
- Once this agreement has been signed by the Buyer, the Buyer may not at any time thereafter cancel the order unless agreed to in writing by both parties.
- In the event of a cancellation or failure to pay any pending balance by Buyer shall, without limiting any rights it may have against Buyer, retain all sums paid by Buyer,
58. Default or Collections
- In the event the Buyer fails to pay balances on time, fails to make payments on time or defaults any term of this agreement, the discounted pricing will be rescinded and Buyer agrees to pay the full list price as represented in Section (4) above.
- If collections become necessary, Buyer agrees to reimburse Seller for all administrative costs, collection fees, court costs and legal fees necessary in the collection process.
59. Force Majeure.
Neither party will be in default in the performance of its obligations under this Agreement if such performance is prevented or delayed because of war, hostilities, revolution, civil commotion, riot, strike, labor dispute, lack or failure of transportation facilities, failure of equipment, lack of necessary products or materials, epidemic, fire, wind, earthquake, storm or flood, application of any law, order, proclamation, regulation or ordinance of any government, or customs/TSA inspections or of any subdivision thereof, because of acts of God or for any other cause, whether similar or dissimilar to those enumerated, that is beyond the reasonable control and without the fault or negligence of the party whose performance is affected.
60. No Implied Waivers
The failure of either party at any time to require performance by the other party of any provision hereof shall not affect in any way the right to require such performance at any later time nor shall the waiver by either party of a breach of any provision hereof be taken or held to be a waiver of such provision.
61. Captions & Section References
Captions of the sections and subsidiary sections of this Agreement are included for reference purposes only and are not intended to be a part of the Agreement or in any way to define, limit or describe the scope or intent of the particular provision to which they refer.
Masculine, feminine and neuter terms shall be interchangeable (and shall include a corporation, a partnership, or another entity), and shall be singular and plural, where the context makes a change of gender or number appropriate.
63. Grievance Provisions
The grievance provision is to establish a formal mechanism for the professional resolution of disputes that may arise between Buyer and Seller. The Grievance provision is a necessary provision due to the advent of social media and other online means that are frequently embraced by individuals, who in the moment are disgruntled without any due process or protection by law for which damages are impossible to calculate.
In the event of any Grievance, both parties submit to conduct themselves in a professional manner by: (1st) notifying the other party in writing and providing reasonable time for remedy or reply. (2nd) if remedy is not satisfactory, request can be made for binding mediation. (3rd) if mediation is not acceptable to both parties by a mutually agreed mediator, then either party may move forward with binding arbitration as represented below. The decision of arbitrator will be the final decision which both parties agree to respect without prejudice, defamation or libel.
64. Governing Law
The parties acknowledge that this Agreement shall take effect upon execution by Seller at its offices in, Utah. The parties further acknowledge that the mutual performance hereof by Seller and Buyer constitutes a substantial contract with that State. Accordingly, the parties invoke the protection of the laws of Utah with respect to the protection of their rights and enforcement of their obligations hereunder and they mutually stipulate that this Agreement is in all respects (including, but not limited to, all matters of interpretation, validity, performance and the consequences of breach) to be construed, governed and enforced in accordance with the laws of Utah. Buyer acknowledges that the City of Salt Lake City in the state of Utah has complete jurisdiction over this agreement and all business dealings by and between both parties.
The parties agree to use every reasonable effort to settle any dispute or disagreement between them relative to this Agreement by amicable means and if appropriate utilize assistance of their respective chief executive officers and not to resort to legal action unless and until the parties have in good faith attempted to settle such dispute or disagreement in the foregoing manner. If this method of resolution should have proved to be impracticable or unsuccessful, any controversy or claim arising out of or relating to this Agreement shall be submitted to and be finally resolved by arbitration pursuant to the provisions of the United States Arbitration Act (9 US C. SECTION 1 ET SEQ.), to be conducted by the American Arbitration Association ("AAA"), with such arbitration to be held in Salt Lake City, Utah in accordance with the AAA's Commercial Arbitration Rules then in effect. Judgment may be entered thereon in any court of competent jurisdiction if necessary.
66. Disparagement Clause
Neither Party nor any employee, agent, or representative of the same will at any time after the signing of this agreement, through any medium, either orally or in writing, including, but not limited to, electronic mail, television or radio, computer networks or Internet bulletin boards, blogs, social media, such as Facebook, LinkedIn, Twitter, or other app, or website or any other form of communication, disparage, defame, impugn, damage or assail the reputation of the other. whether by virtue of the Agreement or any of the details covered by this Agreement, except as follows:
the Parties’ counsel, immediate family, spouse, any party when such disclosure is required by a subpoena issued by a court of competent jurisdiction, the Parties' management, officers and Board of Directors, and except as required by law or order of court.
67. Liquidated Damages
Buyer acknowledges that a breach of any of the terms set forth in the Disparagement Clause will seller to incur substantial economic damages and losses of types and in amounts which are impossible to compute and ascertain with certainty as a basis for recovery by Seller of actual damages because Buyer cannot know in advance the impact of breach on Seller's reputation or business, nor can it readily ascertain what Seller will incur as a result. Accordingly, if Buyer breaches any term of the Disparagement clause, he/she shall pay Seller the sum of $10,000.00 and an additional $500.00 a day that Buyer remains in breach, which represents a fair, reasonable and appropriate estimate thereof. The Parties further stipulate that the agreed upon sum is not a penalty, but rather a reasonable measure of damages, based upon the parties ’ experience in the Equipment industry and given the nature of the losses that may result from breach.
The agreement asserts that Seller has “sole discretion” to determine what violates the defamation clause.
In the event of a breach, and after submission of a bill for damages, If Buyer does not pay the amounts represented above within 30 days, Seller has the right to turn collection of the same over to a collection agency.
The parties agree and acknowledge that the Disparagement Clause or provision is a material term of this Agreement, the absence of which would have resulted in the Seller refusing offer goods to the Buyer or entering into this Agreement.”
68. Attorney's Fees
In the event of legal proceedings to cure any element of this agreement, the prevailing party shall be entitled to recover as an element of cost of suit, and not as damages, reasonable attorney fees to be fixed by the court. The “prevailing party” shall be the party who is entitled to recover his costs of suit, whether or not the suit proceeds to final judgment. The party not entitled to recover his costs shall not recover attorney’s fees. No sum for attorney’s fees shall be counted in calculating the amount of a judgment for purposes of determining whether a party is entitled to recover costs of attorney’s fees.
69. Acknowledgement of Waiver
Buyer acknowledges that by acceptance of this agreement or by acceptance of Utah Jurisdiction, he/she could be waiving federal or state rights.
If any provision of this Agreement is found to be unenforceable by a court of competent jurisdiction, the remaining provisions shall nevertheless remain in full force and effect.
71. Entire Agreement
This Agreement supersedes and cancels any and all previous negotiations, arrangements, offers, brochures, web-representations, videos, Agreements or understandings, if any, between the parties hereto
This agreement is acknowledged as signed by the Buyer once he/she signs the invoice which acknowledges these terms as well as by paying a deposit or payment in full.
Buyer may require an originally signed copy of this agreement for their records if they choose. If the Buyer wishes to include the "Universal Terms of Service" at the time they sign their invoice, they should print a copy of this document and after signing the same, include two copies along with their signed invoice and payment.
Buyer acknowledges that originally signed copies of the invoice must be received before products can be released.
Once received, the Seller will sign all copies and return one copy to the Buyer