Unless otherwise expressly provided by RWAI in a RWAI Quotation or RWAI Order Confirmation, or otherwise implicit in the IncoTerms 2000 specified for a particular supply, the price of the Products shall not include sales, use, excise, value added or any similar taxes, duties and other export/import charges, any inspection or testing fees or any other tax, fee, penalty or charge of any nature whatsoever imposed currently or in the future by any federal, state or other government authority, upon or with respect to the sale, purchase, delivery, storage, processing or use of any Product or upon payment to RWAI, and all such taxes, fees and other charges shall be paid by Customer in addition to the price of the Products.If the Customer is unable or unwilling to accept physical delivery at the time specified, RWAI may store or arrange for storage of Products at Customer’s cost and the delivery of such Products shall be deemed complete as of the first day of storage. Ex works deliveries of the Products are deemed complete upon release of the Products to the Customer’s carrier at the applicable manufacturing facilities located in Concord, Ontario, Canada as specified by RWAI in the RWAI Quotation, the RWAI Order Confirmation, or otherwise. If shipping instructions are not so specified for any supply of Products, such supply shall be shipped ex works (IncoTerms 2000). Delivery Terms. Each sale of Products shall be shipped in accordance with the IncoTerms 2000 specified in the RWAI Quotation or RWAI Order Confirmation.If prior to any delivery of Products, RWAI has concern regarding timely payment of the purchase price because of a material adverse change in Customer’s circumstances or otherwise, RWAI may require payment of all or additional parts of the purchase price before shipment or delivery and/or RWAI may require satisfactory security for the payment of the purchase price. No cash discount shall be available to the Customer. The charging of such interest shall not be construed as obligating RWAI to grant any extension of time in the terms of payment. Should payment of any amount owing to RWAI under the Agreement not be made to RWAI when due, such payment shall bear interest at the rate of one and one-half percent (1½%) per month or the maximum rate allowed by law, whichever is lower. Terms of Payment. Unless otherwise agreed by RWAI in writing, RWAI invoices for the Customer’s purchase of Products are payable within thirty (30) days of the date of the invoice.Unless otherwise specifically and expressly set forth in writing by a duly authorized representative of RWAI, if there are inconsistencies in the documents constituting the Agreement, such documents shall take precedence in the following order: (i) these Standard Terms and Conditions, (ii) the RWAI Order Confirmation, and (iii) the RWAI Quotation or other contract document incorporated by reference by RWAI in the RWAI Order Confirmation. RWAI rejects any differing or supplemental terms which may be printed or otherwise found in any purchase order or other document sent by the Customer, except as expressly accepted by RWAI by the signature of an authorized representative. Entire Agreement. These Standard Terms and Conditions, the quotation (the “RWAI Quotation”) and/or order confirmation (the “RWAI Order Confirmation”) issued by RWAI in respect of each supply of Products and any other document expressly incorporated by reference by RWAI in a RWAI Order Confirmation (collectively, the “Agreement”) constitute the entire agreement between RWAI and the Customer regarding a sale of Products by RWAI to the Customer and supersede all other discussions, proposals, negotiations, statements, representations, understandings and the like, whether written or oral.
( “RWAI”) to a RWAI customer (the “Customer”) and acceptance of these Standard Terms and Conditions is an express condition of such a sale.
These Standard Terms and Conditions apply to any sale of products, equipment, parts, materials and related services (the “Products”) by Roadwarrior America Inc.