Terms & Conditions

Manufacturers Automation Inc.

Revision May 2023

I. Sales Terms and Conditions

The acceptance of the Purchaser's order by the Seller (Manufacturers Automation Inc. or any of its divisions) is contingent upon the Purchaser's agreement to and adherence to the terms and conditions specified below. The sale of all orders placed by the Purchaser shall be governed by the following terms and conditions. The Purchaser's acceptance of delivery or payment of the invoice associated with the order shall signify their agreement to this arrangement.

Effects of Terms and Conditions

The purchase of the Goods mentioned in this document (referred to as the "Goods") is exclusively regulated by these terms and conditions. Any terms or conditions in the Purchaser's purchase order, agreement, or other agreements will not be applicable or binding on the Seller in any way concerning the sale of these Goods. Unless authorized by a designated officer of the Seller, no specifications, drawings, prints, or photographs provided by the Purchaser on their order will be legally binding on the Seller.

Taxes

The buyer is obligated to cover all taxes, duties, and similar fees imposed by any government authority related to this transaction. These charges are separate from the product or service price and will be added to the payments owed to the seller. The buyer acknowledges that they are responsible for and will compensate the seller for any additional taxes or penalties imposed by a taxing authority, as well as any legal expenses incurred by the seller due to incorrect tax information provided by the buyer.

Payment Conditions

Prices are stated in Canadian dollars unless stated otherwise. If an account is overdue, administrative fees will be charged at a rate of 2% per month (24% per annum). In the event of overdue payment, the Seller has the right to suspend shipments, deliveries, services, or any contract with the Purchaser until the account is settled or the Seller receives satisfactory security or cash before shipment. The Purchaser is responsible for all costs associated with collecting any outstanding payments, such as legal expenses, interest, attorneys' fees, and collector's expenses, as per the terms and provisions outlined here.

Transportation Fees

Unless otherwise explicitly agreed to in writing by the Seller, the Purchaser shall bear all transportation charges and associated expenses. If the Seller allows freight at their expense, they retain the right to choose the carrier and the Purchaser assumes sole responsibility for unloading the materials and determining the destination. The Seller's responsibility for shipments ceases once the transportation company receives the material in satisfactory condition. Upon receiving the shipment, the Purchaser must inspect it for any damages caused during transportation. If any damage is found, the Purchaser must promptly file a claim against the transportation company and provide sufficient evidence to the Seller.

Shipping and Delivery

The shipping dates provided are only approximate, and the Seller does not accept responsibility for any delays. In case the Purchaser requires urgent deliveries or deliveries outside of normal business hours, any additional costs will be the responsibility of the Purchaser. The Purchaser must either accept the delivery or provide adequate shipping instructions to the Seller within seven (7) days of being notified that the Goods are ready for delivery. Failure to do so will result in the immediate payment of the full purchase price. The Seller has the option to either store the Goods and charge the Purchaser for storage fees or sell them on behalf of the Purchaser at a public or private sale, in which case the risk and costs will be borne by the Purchaser. The Seller may also choose to exercise any other available rights and remedies in the given circumstances.

Technical Information

The drawings, descriptive materials, weights, dimensions, and performance data included in or attached to the Seller's Order Acknowledgment rely on information provided by the Manufacturer and meet its specifications. The Seller disclaims any liability for the reliability of such information.

Limited Warranty

The seller guarantees that the Goods being sold adhere to specifications and relevant industry standards, with no security interests or encumbrances on the title. Additionally, Seller will ensure that Purchaser receives the advantages of any existing warranties provided by the manufacturers of the Goods. The seller's warranty will not surpass the warranty offered by the Goods' manufacturers, including indemnification for any intellectual property infringement. Seller's sole responsibility under this warranty is to replace or repair the Goods as deemed appropriate by the manufacturer and to assist Purchaser in making any claims to the manufacturer regarding the Goods.

THE WARRANTY MENTIONED ABOVE REPRESENTS THE ONLY WARRANTY PROVIDED BY THE SELLER, AND IT IS THE EXCLUSIVE WARRANTY, WHETHER EXPRESSED OR IMPLIED. THIS WARRANTY REPLACES ALL OTHER WARRANTIES, REGARDLESS OF THEIR NATURE, INCLUDING CONTRACTUAL, LEGAL, STATUTORY, OR ANY OTHER WARRANTIES RELATED TO MERCHANTABILITY, QUALITY, FITNESS, OR ANY OTHER ASPECT.

Limitation of Liability

SELLER SHALL NOT BE HELD RESPONSIBLE FOR ANY ALLEGED LOSSES, INCLUDING BUT NOT LIMITED TO INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONTINGENT DAMAGES, OR ANY FORM OF COMMERCIAL LOSS (INCLUDING LOSS OF PROFITS), CLAIMED TO HAVE BEEN SUFFERED BY THE PURCHASER.

Indemnity

The Purchaser acknowledges the responsibility to compensate and protect the Seller against any claims made by third parties for personal injury (or death), property damage, or other losses. These claims may arise due to a defective or purportedly defective design, material, or workmanship provided by the Seller.

Governing Law and Exclusive Jurisdiction

The laws of the Canadian province where the products are delivered or shipped from, or where the services are rendered, shall govern the validity, interpretation, and performance of this agreement and any purchase orders issued by the Purchaser. The terms and conditions stated here, as well as any purchase orders issued by the Purchaser, are not subject to the United Nations Convention on Contracts for the International Sale of Goods. Both the Seller and the Purchaser agree to irrevocably submit to the exclusive jurisdiction of the courts in the Canadian province where the products are delivered or shipped from, or where the services are rendered.

Force Majeure

In all instances mentioned in this document, force majeure encompasses acts of God, war, mobilization, governmental regulations, strikes, lockouts, droughts, floods, complete or partial fires, disruptions in navigation, losses, damages, or delays in transit, faulty materials, or unforeseen circumstances beyond the control of the Seller that could hinder the production, shipment, or delivery of the Goods described in this agreement. In the event of force majeure, the Seller may temporarily halt the performance of their obligations, without any liability for damages or losses incurred by the Purchaser due to such suspension.

II. Website use

The entire content found on www.manuauto.com belongs to Manufacturers Automation Inc. and is safeguarded by global copyright laws. Any unauthorized utilization of the materials could potentially infringe upon copyright, trademark, or other legal regulations. It is prohibited to use the trademarks of Manufacturers Automation Inc. or its divisions without the explicit written consent of Manufacturers Automation Inc.

MANUFACTURERS AUTOMATION INC. CANNOT GUARANTEE UNINTERRUPTED OR ERROR-FREE ACCESS TO THE WEBSITE. THE COMPANY DOES NOT MAKE ANY EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING THE INFORMATION FOUND ON THE SITE. MANUFACTURERS AUTOMATION INC. SHALL NOT BE HELD LIABLE, UNDER ANY LEGAL THEORY INCLUDING BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER, FOR ANY DIRECT OR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ANY LOST SALES OR PROFITS, RESULTING FROM THE INFORMATION, CONTENT, OR OPERATION OF THE WEBSITE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The above statement is meant to fully assign the risks between the parties concerning the mentioned site. Purchaser acknowledges that this restriction on remedies will not be considered ineffective in achieving its fundamental objective.

Corrections and Amendments

The information presented on this website may contain technical, typographical, or photographic errors. ManuAuto makes no guarantee regarding the accuracy, completeness, or currency of any materials on its website. ManuAuto reserves the right to modify the materials on its website without prior notice. However, ManuAuto does not make any commitment to update the materials.

Links to Third-Party Sites

The Website might include links to Sites that are owned or operated by parties other than Manufacturers Automation Inc. These links are intended for informational purposes only. Manufacturers Automation Inc. does not have control over external Sites and bears no responsibility for their content or their adherence to relevant laws.

Products

The products listed on this website are for sale in Canada, but availability may vary by region and time. ManuAuto reserves the right to modify, substitute, or discontinue products at any given time. While we strive to provide accurate descriptions of the products, we do not guarantee their accuracy, completeness, reliability, or currency.

Privacy Policy

By providing personal information to ManuAuto or its representatives, you consent to the collection, utilization, and disclosure of said personal information following this privacy policy and as allowed or mandated by law.

ManuAuto ensures that your personal information will not be traded, leased, or sold to any third party without informing you and obtaining your consent. Furthermore, ManuAuto will retain your personal information only for the duration required to process relevant transactions, maintain necessary financial and audit records, and safeguard the legitimate commercial interests of ManuAuto.

Entire Agreement

The terms and conditions provided here represent the comprehensive and sole agreement between the Seller and the Purchaser. No other agreements, understandings, or proposals, whether written or oral, will have any binding effect unless they are mutually agreed upon in writing by both parties. Any additional or conflicting terms in documents produced by the Purchaser will not be considered accepted unless specifically agreed upon in writing by the Seller. Any modifications to these terms and conditions can only be made through a written agreement signed by both parties.