General Terms and Conditions of Sale

The following terms and conditions of sale shall apply to any sale of goods and services by A.C. Dandy Products Ltd. (hereinafter called "A.C. Dandy"). Purchaser shall be deemed to have full knowledge of the terms and conditions herein and such terms and conditions shall be binding if either the goods and services referred to herein are delivered to and accepted by Purchaser, or if Purchaser does not within five days from the date hereof deliver to A.C. Dandy written objection to said terms and conditions or any part thereof.

GENERAL

In the event of any conflict or inconsistency between the terms and conditions of sale herein and the terms and conditions contained in Purchaser's order or in any other form issued by Purchaser, whether or not any such form has been acknowledged or accepted by A.C. Dandy, A.C. Dandy’s terms and conditions herein shall prevail. No waiver, alteration or modification of these terms and conditions shall be binding upon A.C. Dandy unless made in writing and signed by a duly authorized representative of A.C. Dandy.

QUOTATIONS

Unless otherwise stated, A.C. Dandy's quotation shall be null and void unless accepted by Purchaser within a maximum of fifteen (15) days from the date of quotation (or less if noted on the quotation).

PRICES

All goods invoiced at price in effect at time of shipment. Pricing is net, taxes not included. A.C. Dandy reserves the right to adjust pricing without notice.

TAXES

Prices do not include Goods & Services Tax, Provincial or Municipal sales, use, value-added or similar tax. Accordingly, in addition to the price specified herein, the amount of any present or future sales, use, value-added or similar tax applicable to the sale of the goods hereunder to or the use of such goods by Purchaser shall be paid by Purchaser to the entire exoneration of A.C. Dandy.

MINIMUM BILLING

Orders less than $250.00 will be invoiced at $250.00 plus transportation. All prices are in Canadian dollars.

PAYMENT TERMS

Net 15 days from shipment date.

CLAIMS

All claims must be forwarded in writing within two working days to A.C. Dandy.

CANCELLATION

A cancellation fee of minimum 25% and maximum 100% will be charged dependent on design, engineering, materials purchased and production costs.

SPECIFICATION

Specifications, features and equipment shown are believed to be correct at the time of printing. A.C. Dandy reserves the right to make changes in colour, specifications, materials, design, sizing and model at any time without notice or obligation. Where utility and electrical inspection are required, it is the purchasers responsibility to obtain approval prior to ordering.

GUARANTEE

A.C. Dandy guarantees that the products are free from defects in material and workmanship for one year from the date of purchase. This guarantee applies to product replacement upon receipt and inspection of the defective product.

WARRANTY

A.C. Dandy warranties products for one year from date of shipment. Defective product must first be returned prepaid to A.C. Dandy for inspection. Misapplied or modified products are excluded. Warranty is for replacement of the product and is limited to replacement of materials excluding freight, labour etc.

DELIVERY

Delivery schedules are approximate and are based on prevailing market conditions applicable respectively at the time of A.C. Dandy's quotation and A.C. Dandy's acceptance of Purchaser's order. Delivery shall also depend on the prompt receipt by A.C. Dandy of the necessary information to allow maintenance of the manufacturer's engineering and manufacturing schedules. A.C. Dandy may extend delivery schedules or may, at its option, cancel Purchaser's order in full or in part without liability other than to return any deposit or prepayment which is unearned by reason of the cancellation.

PRICES / COST OF TRANSPORTATION

All quoted prices are based on the current exchange rates, tariffs and costs of manufacture. Unless otherwise stated in the quotation, quoted prices are subject to change by A.C. Dandy with or without notice until Purchaser’s acceptance. Prices are subject to correction for error. Unless otherwise stated, all prices are FCA (Incoterms 2010) factory and include domestic packing. Customary methods of transportation shall be selected by A.C. Dandy and such transportation will be at Purchaser's expense. Special methods of transportation will be used upon Purchaser's request and at Purchaser's additional expense provided reasonable notice of Purchaser’s transportation requirements are given by Purchaser to A.C. Dandy prior to shipment.

SHIPMENT/DAMAGES OR SHORTAGES IN TRANSPORT/RISK

Except for obligations stated under "Warranty" herein, A.C. Dandy’s responsibility for goods ceases upon delivery to the carrier. In the event of loss or damage during shipment, Purchaser's claim shall be against the carrier only. A.C. Dandy will, however, give Purchaser any reasonable assistance to secure adjustment of Purchaser's claim against the carrier provided immediate notice of such claim is given by Purchaser to A.C. Dandy. Claims for shortages must be made in writing within ten (10) days after receipt of goods by Purchaser. If A.C. Dandy does not receive written notification of such shortages within such ten (10) days, it shall be conclusively presumed that the goods were delivered in their entirety. Unless agreed upon otherwise in writing, A.C. Dandy reserves the right to make partial shipments and to submit invoices for partial shipments.

FREIGHT TERMS

Freight charges will be prepaid to any Alberta city location on orders $5,000.00 net and over. All courier shipments will be collect. Freight on shipments under $5,000.00 will be sent at customer expense. F.O.B. is the Wetaskiwin plant. A.C. Dandy can only deliver to curb side truck accessible locations. Unloading is the responsibility of the purchaser. Proper preservation is the responsibility of the purchaser.

FREIGHT DAMAGE

All shipments are F.O.B. A.C. Dandy manufacturing facility - any freight-damaged goods are the responsibility of the purchaser. Claims must be directed to the carrier.

FREIGHT CARRIER

Unless specifically directed on the purchase order, the freight carrier will be selected by A.C. Dandy. When shipments are prepaid, A.C. Dandy will select the carrier.

FREIGHT INSURANCE

Unless specified by the purchaser in writing at the time of order, freight will not be insured. All shipments that are requested to be insured shall be so at cost to the purchaser.

FORCE MAJEURE

A.C. Dandy shall not be responsible or liable for any loss or damage incurred by Purchaser herein resulting from causes beyond the reasonable control of A.C. Dandy including, but without limitation, acts of God, war, invasion, insurrection, riot , the order of any civil or military authority, fire, flood, weather, acts of the elements, delays in transportation, unavailability of equipment or materials, breakdown, sabotage, lock-outs, strikes or labour disputes, faulty castings or forgings, or the failure of A.C. Dandy's suppliers to meet their delivery promises. The acceptance of delivery of the equipment by Purchaser shall constitute a waiver of all claims for loss or damage due to any delay whatsoever.

TITLE

Title to the goods or any part thereof shall not pass from A.C. Dandy to Purchaser until all payments due hereunder have been duly made in cash, except as otherwise expressly stipulated herein. The goods shall be and remain personal or moveable property, notwithstanding their mode of attachment to realty or other property. If default is made in any of the payments herein, Purchaser agrees that A.C. Dandy may retain all payments which have been made on account of the purchase price as liquidated damages, and A.C. Dandy shall be free to enter the premises where the goods may be located and remove them as A.C. Dandy's property, without prejudice to A.C. Dandy's right to recover any further expenses or damages A.C. Dandy may suffer by reason of such nonpayment.

LIABILITY

A.C. Dandy shall not be liable for and shall be held harmless by Purchaser from any damage, losses or claims of whatever kind, contractual or delictual, consequential or incidental, direct or indirect, arising out of, in connection with or resulting from the sale governed hereby or the goods, including, but without limitation, the manufacture, repair, handling, installation, possession, use, operation or dismantling of the goods and any and all claims, actions, suits, and proceedings which may be instituted in respect to the foregoing.