Terms and Conditions of sale

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Terms and Conditions

Terms: Net 30 days to pre-approved accounts

F.O.B.: Shipping point, Houston, Texas USA.

10% Freight allowance on orders totaling (net) over $1000.00 U.S.

Minimum Billing: $50.00 net billing

Prices: Subject to change without notice.

1. Payments are to be made in U.S. funds in the United States. Seller reserves the right to place a service or interest charge on the past due amounts at the highest rate premitted by law.

2. Seller warrants that its products sold hereunder will, at the time of shipment, be free of defects in material and workmanship and will conform to the seller's specifications or, if appropriate, to buyer's specifications accepted in writing by seller. THE FOREGOING WARRANTY IS IN LIEU OF AND EXCLUDES ALL OTHER WARRANTIES NOT EXPRESSLY SET FORTH HEREIN, WHETHER EXPRESSED OR IMPLIED BY OPERATION OF LAW OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR PURPOSE. No representation of warranty, expressed or implied, made by any representative or other agent or representative of the seller which is not specifically set forth herein shall be binding on the seller. Seller shall not be liable for incidental or consequential damages, losses or expenses arising directly or indirectly from the sale or handling or use of the goods or for any other cause relating thereto and seller's liability hereunder, in any case, is expressly limited to the repair or replacement (at seller's option) of goods not complying with the order, or at seller's option, to the crediting of buyer with an amount equal to the original purchase price of such goods whether such claims are for breach of warranty or negligence. This warranty extends only to the direct customer of the buyer.

3.In the event the materials to be furnished hereunder are claimed to be defective, the seller shall be given ample opportunity for the inspection, or upon request, shall be furnished with a sample of such materials. The seller shall be liable only to replace defective products or to allow credit for such products at its option and shall not be liable for any transportation or installation charges, fabricating or other expense, or for any damages or loss of any kind, whether arising from delay, breach of warranty or any other cause whatsoever. All materials shall be furnished subject to the seller's manufacturing and commercial variations and practice. Any claims must be made within 30 days after receipt of materials shipped hereunder. Buyer shall set aside, protect and hold goods from further processing until seller has an opportunity to inspect and advise of the disposition, if any, to be made of such goods. In no event shall any goods be returned, reworked or scrapped by the buyer without the express written permission of South Coast Products, Inc.

4. Fulfillment of any order is contingent upon the availability of materials. Seller shall not be liable for any delay in the delivery or for non-delivery in whole or in part caused by the occurrence of any contingency beyond the control of the seller or suppliers to the seller including but not limited to war, sabotage, acts of civil disobedience, failure or delay in transportation, acts of any government, agency or subdivision thereof. If any contingency occurs, the seller may allocate available products among seller's customers.

If the seller, in its sole discretion, determines that seller's performance hereunder would result in a loss to the seller on this sale as computed under seller's normal accounting procedures, because of causes beyond the seller's control, then the seller may terminate an offer in whole or in part without liability for any delay in the delivery of or failure to deliver the goods sold hereunder.

5.All drawings, diagrams, specifications and materials furnished by the seller and identified as confidential, relating to the use and service of articles furnished hereunder and the information therein are proprietary to seller. Such materials have been developed at great expense and contain trade secrets of the seller. Buyer may not reproduce or distribute such materials except to buyer's employees who may use the articles as part of their duties. All such materials relating to the articles supplied by the seller (except information as may be established to be in the public domain or disclosed pursuant to judicial government action) shall be received in confidence.

All information received by the seller from the buyer shall be deemed not to be confidential and not to involve any trade secrets unless such information is clearly identified as being trade secret/ confidential information by the buyer and a responsible officer of the seller has specifically signed a confidentiality agreement relating to such information. Salesmen and other persons are not authorized to accept any information from buyer in confidence.

6. The prices will be adjusted to the seller's price in effect at the time of shipment, unless otherwise stated. If there is a delay in the completion of the shipment of any order due to any change requested by the buyer, or as a result of any delay on buyer's part in furnishing information required for completion of the order, the price which was agreed upon at the time of acceptance of the order is subject to change. Prices are F.O.B. carrier's equipment at shipping point and exclusive of any additional packaging requirements and all taxes. If in the seller's judgment, the financial condition of the purchaser at the time the merchandise is ready for shipment does not justify the terms specified, the seller reserves the right to change these terms or to require full or partial payment in cash, security or other assurances satisfactory to seller when, in seller's opinion, the financial condition of buyer or other grounds for insecurity warrant such action. All sales are subject to final acceptance by the seller's credit department.

7. Delivery shall occur and risk of loss shall pass to the buyer upon delivery of the materials to the carrier at the point of shipment. All transportation shall be at the buyer's sole risk and expense unless otherwise stated, and any claim for loss or damage in transit shall be against the carrier only.

8. The promised delivery date is the best estimate possible, based on the current anticipated material availability, of when product will be shipped. Seller assumes no liability for loss, damage or consequential damage due to delays.

9. BUYER HEREBY AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND SELLER AGAINST ANY AND ALL COSTS, DAMAGES, CLAIMS, LIABILITIES OR EXPENSES, INCLUDING REASONABLE ATTORNEY'S FEES ARISING OUT OF ANY INJURY TO ANY PERSON OR DAMAGE TO ANY PROPERTY CAUSED BY THE INADEQUACY IN THE PRODUCT SUPPLIED HEREUNDER OF THE CHARACTERISTICS, SAFETY FEATURES, OR DEVICES SPECIFIED OR IN THE INSTALLATION, USE OR OPERATION OF SUCH PRODUCTS, EXCEPT CLAIMS SOLELY FOR THE REPAIR OR REPLACEMENT OF PARTS COVERED BY THE WARRANTY SET FORTH IN PARAGRAPH 2, ABOVE.

10. All orders shall be governed by and construed in accordance with the laws of the State of Texas. Should any part or provision of an order be held unenforceable or in conflict with the law of any jurisdiction, the validity of the remaining parts or provisions shall not be affected by such holding.

South Coast Products, Inc.
P.O. Box 3427 / Houston, Texas 77253
Toll Free: (800) 535-5823
Tel: (713) 225-0049
Fax (713) 229-8304