The equipment, materials and services (herein referred to as
the "Products") which are set forth in this publication will be sold by
REBCO OIL TOOLS, INC., hereinafter called REBCO", only upon the following
term and Conditions of sale.
- None of the Standard Terms and Conditions of Sate
herein set forth may be added to, modified, superseded of otherwise
altered, except by a written instrument signed by an officer of REBCO and
delivered by REBCO to Customer. Each Shipment received by Customer from
REBC0 shall be deemed to be only upon the terms and conditions herein set
forth, except as they may be added to, modified, superseded or otherwise
altered as provided below, notwithstanding any term and conditions that
may be contained in any purchase order or other form of Customer and
notwithstanding Customer's act of accepting or paying for the Products or
similar act of Customer.
- Any typographical or clerical error herein is
subject to correction by REBCO.
- The submission of a quotation by REBCO in response
to Customer's request for a quotation does not constitute an expression of
acceptance of any term or condition which may have been set forth in
Customer's request. Notwithstanding any prior quotations, correspondence,
conversations, purchase orders or similar instruments relative to the
Products, the terms and conditions of sale set forth herein are the only
terms and conditions applicable to the sale of the Products, and the
acceptance of a quotation issued by REBCO is expressly limited to the
terns of such quotation. The transmittal of a purchase order pursuant to
such quotation constitutes an acceptance of the quotation and the Standard
Term and Conditions of Sale as set forth therein if the purchase order
agrees with such quotation with respect to the description of the Products
to be furnished by REBCO as shown on the face thereof, the quantity
thereof and the purchase price to be charged therefor. Any additional cc
different term or conditions of sale set forth in the purchase order or
other communication from Customer are objected to by REBCO and shall not
be effective or binding unless assented to in writing by an officer of
- Where REBCO does not issue either quotation, or a
sales confirmation and ships Products pursuant to Customer's purchase
order, or any other form of acknowledgement of the sale, such sale shall
be subject to REBCO's Standard Terms and Conditions of Sale as set forth
in this document, and condensed version on the back of REBCO's invoice,
and Customer shall be deemed to have agreed thereto unless Products are
renamed to REBCO within ten days of date of invoice, upon which the
Customer is subject to the restocking charge of 20 percent maximum of the
value of the Product(s).
- Services rendered by REBCO are only technical or
advisory in nature.
- REBCO does not promise or guarantee results of its
services. REBCO reserves the right to terminate its services if in its
opinion such action is advisable because of conditions pertaining to the
service ordered. Customer shall pay REBCO its prevailing charges for
services performed, regardless of results.
- REBCO shall not be liable to customer for damage
to or loss of property, whether real or personal, belonging to customer,
arising in any way out of or in connection with REBCO's performance of
- REBCO makes no warranty, express or implied, as to
merchantability fitness or otherwise, as to merchandise sold, or rented.
Any REBCO manufactured merchandise will be replaced by REBCO upon
satisfactory proof of defect received by REBCO within am year of delivery
of such merchandise to customer; however, REBCO's liability in connection
therewith shall be limited solely to such replacement, notwithstanding any
specification or description in to catalogue, literature or brochures, of
materials used in the manufacture of its products, REBCO reserves the
right to substitute other materials without notice.
- In the event that REBCO manufactures or modifies
Products in accordance with plans or specifications furnished by Customer,
then Customer shall indemnify and hold REBCO harmless from and against all
claims and (muses of action for damages and expenses of every kind and
character asserted against REBCO its agents, servants and employees, by
any firm, person, corporation or other legal entity on account of injury
to or death of any person or persons whomsoever, or for damage due or
destruction of any personal or real property. or on account of
infringement or alleged infringement of any patent, design, copyright , or
trade name or mark arising out of, directly or indirectly, or in any
manner connected with such Products or use of such Products, including all
claims and causes of action resulting, either in whole or in part, from
REBCO's alleged breach or breach of implied or expressed warranty (except
as specifically provided herein).
- In case of the Products named in its catalogue,
literature, or brochures, REBCO does not state or Implies for its benefit
the Products so named, and furthermore does not have any benefit of the
alleged misrepresentation or misleading intentionally its customers as to
whose Product the contents of the catalogue, literature, and brochures
REBCO is offering. To the con", REBCO acknowledges the original
manufacturers of the said products and fully respects the quality with
which they were made.
- PRICES and TERMS OF PAYMENT:
- Unless otherwise specified in this publication or
on a REBCO Quotation, sales confirmation or Invoice the prices which are
set forth on any such quotation, sales confirmation or invoice issued by
REBCO are prices Ex Works, F.O.B. or F.A.S. REBCO's Plant, Calgary,
- Prices set forth in any quotation or sales
confirmation do not include sales, use, excise or other taxes or import
duties, documentation charges, freight, transfer fees or similar costs or
charges, unless specifically Indicated thereon.
- Unless otherwise agreed in writing, term of
payment are net cash thirty (30) days following the date of invoice,
which, to the extent possible, will be the date of delivery.
- Arty amount unpaid at the end of thirty (30) days
from the date of invoice shall bear interest at the maximum rate allowed
under applicable law, plus reasonable attorneys fees and court costs If
collected by art attorney or through court proceedings.
- In the absence of specific routing instructions
from Customer, REBCO shall have the right to select the date of shipment,
type of carrier and the routing of shipment an behalf of and for the
account of Customer.
- Unless otherwise previously agreed in writing, all
Products are shipped at REBCO* option, either Ex Works'. F.O.B., or F.A.S.
REBCO's Plant in Calgary, and acceptance of Products by Customer occurs
upon delivery to carrier.
- Customer shall give written notice to REBCO of any
claim for shortage, error in shipment, or error in charges within thirty
(30) days after receipt of Products or such claim shall be deemed waived.
- Customer agrees that REBCO shall not be liable for
damage to or destruction of Customer's Products occurring while such
Products are in the possession of REBCO except where such damage or
destruction arises from the sole gross negligence of REBCO.
- If the Products are sold for export from Canada,
then title to those Products and risk of their loss or damage,
notwithstanding the preceding transportation terms, shall pass to the
- DELIVERY DATES
- Quoted deliveries are approximate estimates
determined at the time of quotation and are subject to revision at the
time of order placement due to prior sale. Products in REBCO's catalogue
are not necessarily available for immediate delivery.
- REBCO shall not be held responsible for any
delivery or failure to make delivery of all or any part of the Products or
nonperformance of services, ordered or requested by Customer as a result
of governmental action, strikes, lack of or inability to obtain raw
materials, due to act of God or other cause not subject to REBCO's control
which prevents at hinders the manufacture or delivery of Products or the
performance of the services.
- OTHER TERMS AND CONDITIONS
- All orders accepted are subject to final review at
REBCOs principal office. Once accepted, orders cannot be cancelled by
Customer without written approval from REBCO. Acceptance of Customers
cancellation will be predicated upon Customer's payment of a cancellation
charge to be determined by REBCO.
- Prices quoted include standard packaging only. Any
special handling or packaging will be subject to additional charges.
- REBCO deserves the right to modify the design of
any Products without obligation or previous notifications, and REBCO is
riot obligated to so modify Products previously or subsequently sold.
- Any contract arising hereunder shall be construed
in accordance with the laws of the Dominion of Canada, and the rights and
duties of the Customer and REBCO hereunder shall be determined by the laws
of the Dominion. of Canada in the courts of the Province of Alberta.
- Should any clause, sentence or part of these
Standard Terms and Conditions of Sale be held invalid, such holding shall
in no way affect the validity of the remainder, which shall remain in fail
effect. Failure to enforce any or all of the Standard Terms and Conditions
of Side in a particular instance or instances, shall not constitute a
waiver or preclude subsequent enforcement thereof.