Terms and Conditions
TERMS AND CONDITIONS
AGREEMENT: The following Terms and Conditions shall apply to all products sold, rented, repaired and/or serviced, (the “Goods and Services”) by Cana West Valve Inc. (“Cana West”) included under the attached invoice (this “Agreement”).
PAYMENT: Payment for this invoice shall be made by cheque, cash, or another form of payment as agreed to by Cana West. Payment shall be made in full net 30 days of the initial invoice date. Buyer shall pay interest at the rate of one and one-half percent (1.5%) per month (18% per annum) on past due accounts. Seller shall have the right to suspend the fulfillment of any current, incomplete or future orders until Buyer has paid all past due amounts. If Buyer fails to pay for leased goods, Seller may repossess such goods without notice or legal process.
RETURN OF GOODS: Goods may not be returned without prior written agreement of Cana West. As a condition to return, all returns must be requested within 30 days of delivery and be undamaged, appropriate for re-sale, and in new condition. In the event Cana West agrees to a return, Purchaser agrees to make Cana West whole, and to pay all shipping charges and a minimum restocking charge of 25% of the invoice amount. Higher return fees may apply. Some goods may not be returnable. Under no circumstances may any goods be returned that are used, damaged, specially ordered or manufactured, or not regularly stocked by Cana West.
RENTAL OF EQUIPMENT: Purchaser herby agrees to take full responsibility for the rented goods. Equipment is to be returned in the same condition as delivered, less normal wear. All repairs due to neglect will be charged to Purchaser. Purchaser agrees to pay a reasonable cleaning charge for any equipment returned dirty. Cana West will not accept any invoices for repairs for any reason. The Purchaser shall for all purposes be deemed to have been using the equipment rented from the day of taking possession until returned or reported lost in writing to Cana West. Rental time is calculated from the time leaving Cana West’s premises until returned to Cana West’s premises. Purchaser binds itself to take all possible care of the equipment rented and assumes full responsibility for loss by any reason, including by fire, or theft. Purchaser agrees to pay 100% of the cost of new replacement for lost equipment, plus any other charges incurred by Cana West in replacing the equipment. Purchaser shall pay the rental payment until any repairs are complete, or until the replacement equipment is received by Cana West.
TITLE AND RISK OF LOSS: Title and risk of loss shall pass to the Purchaser, when the goods are loaded for transportation to the Purchaser.
WARRANTY: Unless specifically set forth in writing, there are no warranties, representations, or conditions, expressed, implied, statutory or otherwise with respect to the Good and Services. Notwithstanding the foregoing, any claim by the Purchaser relating to the deficiency in the Goods and Services is restricted solely to the replacement (or, at Cana West’s option the repair) of any part, of the Goods and Services which, within 365 days of the date of invoicing by Cana West, proves defective in the normal and proper use of the Goods and Services for the intended purpose, provided:
- the defect is the direct and sole result of faulty work performed by Cana West; and
- the defective part or product is delivered by the Purchaser at his own expense to Cana West or such other place designated by Cana West; and
- the Purchaser has given Cana West written notice of the defect within 7 days of its appearance; for which repair or replacement shall constitute a full settlement of all claims of the Purchaser against Cana West.
LIMITATION OF LIABILITY:
Notwithstanding any other provision herein:
- Cana West shall in no circumstances be liable for any special, indirect, or consequential damages resulting from or arising out the Goods and Services, including, without limitation, punitive damages, economic losses, loss of profits, loss of use, loss of contract, loss of production, loss of revenue, business interruption or increased cost of working, however same may be caused;
- Cana West shall in no circumstances be liable for any loss or injury to persons or property (including the materials, goods or products being installed) caused directly or indirectly, in whole or in part, by any act or omission on the part of the Purchaser, its employees, agents, contractors, subcontractors, or material-men, whether acting under the instructions or directions of representatives of Cana West Valve Inc. or not;
- Cana West’s liability, however arising, in connection with the Goods and Services or any portion thereof (whether for breach of contract, negligence, misrepresentation or otherwise) shall in no circumstances exceed the value of the Good and Services provided.
INDEMNNIFICATION: The Purchaser agrees, both during and after the term of this Agreement, to be liable for and to indemnify and hold harmless Cana West including Cana West’s directors, officers, employees, agents and contractors, from and against any and all liabilities, losses, suits, claims, demands, costs, fines and actions of any kind or nature whatsoever that arises in relation to the Goods or Services.
ASSIGNMENT: This Agreement may not be transferred or assigned, either in whole or in part by the Purchaser without the written consent of Cana West.
BINDING PROVISION: This Agreement shall ensure to and be binding upon the parties hereto, their successors and permitted assigns, as the case may be.
TIME SHALL BE OF THE ESSENSE: Time shall be of the essence of this Agreement.
GOVERNING LAW: This Agreement shall be interpreted in accordance with the laws of the Province of Alberta and the Purchaser irrevocably submits to the jurisdiction of the courts to the Province of Alberta and all courts of appeal therefrom.
If any term, covenant or condition of this Agreement is invalid or unenforceable to any extent, the remainder of this Agreement other than those provisions held invalid or unenforceable shall not be affected.
ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between Cana West and the Purchaser and no amendments may be made hereto without the express written consent of Cana West.