All purchases and sales from Palmer Pads (“Palmer” or “us”) are subject to these Terms and Conditions.
All pricing and shipping quotes are subject to change or withdrawal by Palmer prior to acceptance by you and do not include any applicable tax. Palmer reserves the right to update or modify these Terms and Conditions at any time without prior notice.
All sales are F.O.B. point of origin. Palmer shall retain a security interest in all material furnished hereunder and not paid for in full within thirty (30) days of shipment. You agree that a copy of these Terms and Conditions may be used as a financing statement for the purpose of placing upon public record our interest in any material furnished hereunder, and you agree to execute a UCC-1 form or any other document reasonably requested by us for that purpose.
Palmer hereby excludes to the full extent allowed by law all liability of any kind whatsoever to the purchaser or any other party for any loss, damage or loss sustained or incurred by the purchaser or any other party in consequence of or resulting by, directly or indirectly, the supply of, use of, or performance of any products or services for whatever reason whether arising out of any breach by Palmer of any contract incorporating these Conditions or negligent or wrongful acts by the Company or its servants or its agents in connection with its products and or its services, and limits any liability that it might nevertheless have to a maximum amount being the invoiced price of the products or services in question. Under no circumstances shall Palmer be liable for special, indirect, liquidated, or consequential damages in contract, tort, including negligence, warranty or otherwise, notwithstanding any indemnity provision to the contrary. Certain jurisdictions do not allow for the exclusion of incidental or consequential damages, so the limitations in this Section 4 may not be applicable.Palmer shall not be liable to purchaser or any other person for any loss, damage or delay due to any cause beyond either party’s reasonable control, including but not limited to acts of government, strikes, lockouts, other labor disputes, fire, explosion, then, weather damage, flood, earthquake, riot, civil commotion, war, mischief or act of God.
Palmer Pads fully warranties the materials and workmanship that goes into each product we build. See Palmer Warranty for details.
Palmer will make good at its option by repair or replacement any articles sold by it which, within ninety (90) days after delivery, are shown to Palmer’s satisfaction to have been, at the time of delivery, defective where such defect is solely attributable to defective workmanship or materials provided that:
Palmer is immediately notified upon detection; and,
no defect is caused by willful damage, negligence, incorrect storage or application, incorrect use, movement, installation or assembly or defects caused by fair wear and tear; and,
if required by Palmer the goods are returned to Palmer within one month of the discovery of the defect.
To the fullest extent permitted by law, you agree to hold Palmer harmless, and defend Palmer and indemnify Palmer against any claim or suit for personal injury or property damage arising out of this contract unless such damage or injury arises from our sole negligence.
IN ADDITION TO ALL OTHER INSTRUCTIONS CONCERNING USE OF THE PADS, ALL PADS MUST BE KEPT AT LEAST ONE (1″) INCH FROM THE ELEVATOR DOORS (THAT IS SIDES, BOTTOM AND TOP OF THE DOORS) IN ORDER TO AVOID ANY ENTANGLEMENT OR INTERFERENCE WITH THE DOORS, WHICH ENTANGLEMENT OR INTERFERENCE MAY RESULT INJURY OR DEATH TO PERSONS OR DAMAGE TO THE ELEVATORS OR OTHER PROPERTY.
This Agreement constitutes the entire understanding between the parties regarding the subject matter hereof and may not be modified by any terms on your order form or any other document, and supersedes any prior written or oral communication relating to the same subject. Any amendment or modifications to this Agreement shall not be binding upon either party unless agreed to in writing by an authorized representative of each party.
By purchasing from Palmer, you agree that the laws of the Commonwealth of Massachusetts, without regard to conflicts of laws principles, will apply to all matters relating to the purchase of products from Palmer. Any litigation will be brought exclusively in Suffolk County, Massachusetts and you consent to the jurisdiction of the Federal and State Courts located therein, submit to the jurisdiction thereof and waives the right to change venue.
