Sales Terms and Conditions
Standard Terms and conditions of sale –
ZF Sales and Service North America, LLC.
Current price list supercedes all previous price lists, price updates and quotations ZF Sales and Service North America, LLC. reserves the right to adjust prices, including but not limited to, when supercessions and/or special circumstances make it necessary in the sole discretion of ZF Sales and Service North America, LLC. Goods will be invoiced at prices prevailing at time of shipment Payment terms are net 30 days with approved credit Late payments maybe subject to interest charges of 1.5% per month Accepted returns are subject to a 15% re-stocking fee.
- Some items maybe excluded including special orders– Please contact your ZF CSR Any rejection of goods, excluding warranty claims, must be made within 10 days after receipt and all returns are subject to prior return authorization and re-stock fee stated above Standard commercial ZF packaging included Unless otherwise noted on the face of this document, freight terms are FOB ZF Sales and Service North America, LLC. - Vernon Hills, Illinois USA Premium surcharge may apply for same day emergency shipment Acceptance of goods or service constitutes acceptance of these terms listed
Buyer acknowledges that the parts and services provided hereunder are of a size, design, capacity, description and manufacture selected by buyer; buyer is satisfied that the goods and services are suitable and fit for their purposes; seller has not made and does not make any warranty or representation whatsoever, either express or implied, as to the fitness, condition, merchantability, design or operation of the parts or services provided hereunder, their fitness for any particular purpose, the quality or capacity of the materials in the parts or services nor any other representation or warranty whatsoever. Except to the extent specifically agreed to in a separate warranty agreement, seller hereby disclaims any and all warranties express or implied as to the fitness, condition, merchantability, design or operation of the parts or services provided hereunder, their fitness for any particular purpose. Seller shall not be liable to buyer and buyer hereby waives any claim it may have against seller for any loss, damage (consequential or otherwise) or expense caused directly or indirectly by the goods or services provided hereunder. Buyer’s sole and exclusive remedy shall be that of repair or replacement in the sole discretion of seller. Seller’s overall liability limited to an amount equal to the face amount of invoice All matters or claims arising between Buyer and Seller shall be settled by arbitration in accordance with the Center for Public Resources Rules for Non-Administered Arbitration of Business Disputes by three arbitrators, of whom each party shall appoint oneand the third shall be appointed by the two arbitrators so appointed. The arbitration shall be held in Lake County Illinois and shall be governed by the United States Arbitration Act, 9 U.S.C. §§ 1-16 (notwithstanding Section 13.10(a)), an award of the arbitrators shall be final and binding on the parties and judgment upon the award rendered by the arbitrators may be entered by any court having jurisdiction thereof.
This Agreement shall be governed by and construed in accordance with the laws of the State of Illinois, and all claims shall be subject to the exclusive jurisdiction of the State and Federal Courts located in the State of Illinois, Lake County. Purchaser waives any objection based on forum non-conveniens and any objection to venue in connection therewith.
EEO Clause- The Equal Employment Opportunity Clause in Section 202, Paragraphs 1 through 7 of Executive Order 11246, as amended relative to equal employment opportunity and the implementing rules and regulations are incorporated herein by reference.
Force Majeure - All obligations of any Party hereto shall be excused to the extent of and for a period of six months upon the occurrence of any fire, earthquake, other natural disaster, war or other event of force majeure beyond the reasonable control of the Party. Notwithstanding anything contained herein to the contrary, no delay or failure of Supplier to perform its obligations hereunder shall be excused if and to the extent that it is caused by labor problems of Supplier, its subcontractors or its suppliers.
Last Update: 31.08.2009