The Terms and Conditions of Sale outlined herein shall apply to the saleby Sunecarts , LLC (“Company”) of the products, equipment and parts described morefully in the accompanying invoicing ordocumentation (collectively, “Equipment”), unless otherwise agreed to in writing by the Company. Company hereby gives notice of Company’s objection to any additional or different terms included in any purchase order or other form submitted by Purchaser of the Equipment (“Purchaser”). Such additional or different terms shall not be included in this contract unless otherwise agreed to in writing by Company.
Company’s proceeding with any work shall be in accordance with the terms and conditions outlined herein. Company will comply with applicable laws and regulations as they may apply to the manufacture of the Equipment. Purchaser shall comply with all applicable laws, rules, regulations and orders relating to Purchaser’s activities hereunder, including Purchaser’s use, distribution and/or sale of the Equipment; and at all times accurately represent the condition, features and performance of the Equipment and any other products manufactured, supplied or approved by Company. Hereinafter, Company and Purchaser may be collectively referred to as “the Parties.”
2. Title and Risk of Loss:
Title and risk of loss or damage to the Equipment shall pass to Purchaser upon tender of delivery FOB Company facility (INCOTERMS 2010)
unless otherwise agreed upon, in writing, by the Parties hereto, except that a security interest in the Equipment shall remain in favor of Company, regardless of the mode of attachment to realty or other property, until full payment has been made thereto. Purchaser agrees upon request to all things and acts necessary to perfect and maintain such security interest and shall protect Company’s interest by adequately insuring the Equipment against loss or damage from any cause wherein Company shall be named as an additional insured.
3. Delivery and Delays/ Force Majeure:
Delivery dates shall be interpreted as estimated and in no event shall such dates be construed as falling within the meaning of “time is of the essence.” Company shall not be liable for any loss or delay due to war, terrorism, riots, fire, flood, strikes, or other labor difficulty, acts of civil or military authority including governmental laws, order, priorities or regulations, acts of Purchaser, embargo, car shortage, damage or delay in transportation, inability to obtain necessary labor or materials from usual sources or other causes beyond the reasonable control of Company. In the event of delay in performance due to any such cause, the date of delivery or time for completion will be adjusted to reflect the actual length of time lost by reason of such delay. Purchaser’s receipt of Equipment shall constitute a waiver of any claims for delay.
The price for the Equipment does not include any present or future Federal, state, or local property, license, privilege, sale, use, excise, gross receipts or other like taxes or assessments which may be applicable to or result from this transaction, or any services performed in connection therewith. Such taxes will be itemized separately to Purchaser, who shall make prompt payment to Company. Company will accept a valid exemption certificate from Purchaser, if applicable. If such exemption certificate is not recognized by the relevant government taxing authority, Purchaser agrees to promptly reimburse Company for any associated taxes paid by Company as a result thereof, including any interest or penalty assessed against Company.
5. Set Offs:
Neither Purchaser nor any affiliated company nor permitted assignee of such shall have the right to claim compensation or to set off against any amounts which become payable to Company under this contract of otherwise.
Company shall defend any suit or proceeding brought against Purchaser and shall pay any adverse judgment entered therein if such suit or proceeding is based solely upon a claim that the use of the Equipment manufactured by Company, and furnished under this contract, constitutes infringement of any patent of the United States of America; provided, Company is promptly notified in writing and given the authority, information and assistance by Purchaser for defense of same. Company may, at Company’s option, procure for Purchaser the right to continue to use said Equipment, modify said Equipment so that said Equipment becomes non-infringing, replace the same with non- infringing equipment, or remove the infringing Equipment and refund the purchase price. The Company shall have no liability whatsoever with respect to patents for inventions including more than the Equipment furnished hereunder, or patents for methods and processes to be carried out with the aid of the Equipment. The foregoing states the entire liability of Company with regard to patent infringement.
7. Warranty for New Equipment:
Company warrants that new Equipment manufactured by Company and delivered hereunder will be free of defects in material and workmanship for the periods of time specified in the applicable limited warranty statements of Company for such Equipment, each of which is hereby incorporated herein by reference. Unless otherwise specified in writing by Company, aftermarket accessories will be free of defects in material and workmanship for six (6) months from the date of shipment and service parts will be sold “AS-IS”.
8. Warranty for Used Equipment:
To the extent that Purchaser is not the original purchaser of Equipment, COMPANY HEREBY REVOKES THE BATTERY PORTION OF THE ORIGINAL MANUFACTURER WARRANTY FOR EQUIPMENT WITH A MODEL YEAR MORE THAN ONE (1) YEAR OLDER THAN THE CURRENT EQUIPMENT MODEL YEAR, REGARDLESS OF ANY LANGUAGE TO THE CONTRARY CONTAINED WITHIN SUCH LIMITED WARRANTY STATEMENT OR ELSEWHERE, AND SUCH WARRANTY IS HEREBY MADE NULL AND VOID.
ALL USED EQUIPMENT IS SOLD “AS-IS, WHERE-IS, WITH ALL FAULTS.” PURCHASER SHALL COMMUNICATE THIS CANCELLATION OF THE ORIGINAL MANUFACTURER’S WARRANTY TO PURCHASER’S CUSTOMERS IN ADVANCE OF THE SALE OF THE EQUIPMENT.
Notwithstanding the preceding sentence, if the applicable sales invoice accompanying this contract affirmatively and definitively denotes that the Equipment is covered by a warranty, that warranty shall be Company’s standard pre-printed limited Remanufactured warranty in effect at the time of sale, a copy of which is available upon request (the “Applicable Warranty Statement”). All such warranty statements (as they may be modified or updated from time to time by Company) are hereby incorporated by reference.
9. Warranty Generally:
EXCEPT FOR THE FOREGOING WARRANTIES CONTAINED IN THE APPLICABLE SECTION 7, 8, OR 9 HEREOF (IF ANY) AND THE WARRANTY OF CLEAR AND MARKETABLE TITLE, COMPANY MAKES NO OTHER REPRESENTATIONS, CONDITIONS OR WARRANTIES EXPRESS OR IMPLIED AND ALL IMPLIED WARRANTIES, INCLUDING THOSE RELATING TO MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED.
Purchaser shall be obligated to promptly report any failure to conform to the applicable warranty to Company in writing within the applicable warranty period, whereupon Company shall, at Company’s option, correct such nonconformity by suitable repair to such Equipment or furnish a replacement part
FOB point of shipment, provided Purchaser has stored, installed, maintained, and operated such Equipment in accordance with reasonable industry practices and has complied with specific recommendations and the operator manual(s) of Company. Company shall not be liable for any repairs, replacements, or adjustments to the Equipment or any costs of labor performed by Purchaser or others without Company’s prior written approval.
The effects of corrosion, erosion, and normal wear and tear are specifically excluded from Company’s warranty. Performance warranties, if any, are limited to those specifically stated within Company’s proposal. Unless responsibility for meeting such performance warranties is limited to specified shop or field tests, Company’s obligation shall be to correct in the manner and for the period of time provided in the applicable warranty.
Correction by Company of nonconformities whether patent or latent, in the manner and for the period of time provided above, shall constitute fulfillment of all liabilities of Company for such nonconformities, whether based on contract, warranty, negligence, indemnity, strict liability or otherwise with respect to or arising out of such Equipment.
Purchaser shall not operate Equipment which is considered to be defective, without first notifying Company in writing of Purchaser’s intention to do so.
Any such use of Equipment will be at Purchaser’s sole risk and liability.
11. Compliance with Laws:
Company strongly recommends against unauthorized modifications to the Equipment. If Purchaser, nevertheless, decides to change, alter, or modify the Equipment, Purchaser shall, at a minimum, inform Purchaser’s customers and potential customers that modifications have been made to the Equipment, the extent of those modifications, and the risks inherent with those changes.
In addition, Purchaser shall comply with all applicable laws, industry standards, rules, regulations and orders relating in any way to Purchaser’s activities hereunder, including Purchaser’s use and/or sale of the Equipment; and at all times accurately represent the condition, features and performance of the Equipment and any other product manufactured by Company.
12. Limitation of Liability:
THE REMEDIES OF PURCHASER SET FORTH HEREIN ARE EXCLUSIVE.
THE TOTAL LIABILITY OF COMPANY WITH RESPECT TO THIS CONTRACT OR THE EQUIPMENT (AND SERVI CES FURNISHED HEREUNDER, IF ANY), OR FROM THE MANUFACTURE, SALE, DELIVERY, INSTALLATION, REPAIR OR TECHNICAL DIRECTION COVERED BY OR FURNISHED UNDER THIS CONTRACT, WHETHER BASED ON CONTRACT, WARRANTY, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE OF THE UNIT OF EQUIPMENT UPON WHICH SUCH LIABILITY IS BASED. COMPANY AND ITS SUPPLIERS SHALL IN NO EVENT BE LIABLE TO PURCHASER, ANY SUCCESSORS IN INTEREST OR ANY BENEFICIARY OR ASSIGNEE OF THIS CONTRACT FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF THIS CONTRACT OR ANY BREACH THEREOF, OR ANY DEFECT IN, OR FAILURE OF, OR MALFUNCTION OF THE EQUIPMENT HEREUNDER, WHETHER BASED UPON LOSS OF USE, LOST PROFITS OR REVENUE, INTEREST, LOST GOODWILL, WORK STOPPAGE, IMPAIRMENT OF OTHER GOODS, LOSS BY REASON OR SHUTDOWN OR NON- OPERATION, INCREASED EXPENSES OF OPERATION OR CLAIMS OF PURCHASER (OR CUSTOMERS OF PURCHASER) FOR SERVICE INTERRUPTION, WHETHER OR NOT SUCH LOSS OR DAMAGE IS BASED ON CONTRACT, WARRANTY, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE.
The rights and obligations of the Parties shall be governed by the laws of the State of Georgia excluding the State of Georgia’s conflicts of law principals. The United Nations Convention on contracts for the international Sale of Goods shall not apply to this contract. Except for Company’s right to receive all or any portion of the payment due from Purchaser under this contract, neither party shall assign or transfer this contract without the prior written consent of the other party. Company shall not be bound by any contract or any modification thereto until approved in writing by an officer of Company.
The contract, when so approved, shall supersede all previous communications, either oral or written, with respect to the subject matter thereof. This contract contains the entire agreement among the parties hereto regarding the subject matter contained herein. All prior negotiations and discussions (whether in writing or made orally) by and between the parties which are not set forth in this Agreement or incorporated herein are merged into this Agreement and have no force or effect separate and apart from this Agreement.
Protecting your personal information is of serious concern to Sunecarts . This privacy notice describes how Sunecarts , Inc., together with its subsidiaries and affiliates, (“Sunecarts “, “we“, “our“ or “us“) collects and processes personal information about you, how we use and protect this information, and your rights in relation to this information. The Sunecarts subsidiary or affiliate with whom you are interacting, including who owns and operates the online portal, website or mobile application that you are visiting if applicable, is the data controller responsible for the collection and use of Personal Information. Its contact details can be found in the listing of Sunecarts entities in the appendix to this Privacy Notice. This notice applies to our interactions with customers, website visitors, vendors, potential vendors, job applicants, and any other persons who visit www.sunecarts.com and all other Sunecarts websites and applications that link to this policy, visit one of our stores or offices, directly communicate with us, conduct transactions with us, or interact with us through third-party websites (collectively for purposes of this notice, the “Services“).
This privacy notice applies to all personal information we collect or process about you. Personal information is information, or a combination of pieces of information, that could reasonably allow you to be identified. The following are links to specific sections of the privacy notice or you can scroll down for the full text of the privacy notice.
Personal information we collect
How we use your personal information and the basis on which we use it
How and when we share your personal information
Cookies and other technologies
Your rights over your personal information
Information security and storage
International data transfer
You consent and submissions
Links to other websites
Children and minors
Changes to the policy
1. PERSONAL INFORMATION WE COLLECT
We collect personal information about you from a variety of sources, including from you directly (e.g., when you contact us or sign up for an account), information we generate about you in the course of our relationship with you (e.g., data collected from cookies and other similar technologies when you visit one of our websites or other online properties) and information we collect about you from other sources, including commercially available sources, such as public databases (where permitted by law). See our cookies policy for more information about data collected online from cookies and similar technologies.
We may be required by law to collect certain personal information about you or as a consequence of any contractual relationship we have with you. Failure to provide this information may prevent or delay the fulfillment of these obligations.
Information we collect directly from you
The categories of information that we may collect directly from you include the following:
- (a) personal details (e.g., name, salutation (not mandatory));
- (b) contact details (e.g., phone number, email address, postal address or mobile number);
- (c) account details (e.g., username and password);
- (d) payment and transaction details (e.g., when you make purchases, respond to offers, or provide goods or services to us);
- (e) application details (e.g., academic and professional qualifications, education and certification information, training, professional qualifications, information on work-related skills, information contained in letters of application and resumes/CV, and references);
- (f) communications (e.g., when we contact you via telemarketing or when you contact us with a question, comment or request); and
- (g) product interest.
Information we collect about your use of the Services
The following are examples of the other categories of information which we may use about you (See our cookies policy for more details):
- (a) Technical information collected from your computer or mobile device (e.g., your IP address, browser type, operating system);
- (b) Information about your usage of our websites (e.g., the pages you visit when using the Services, the search terms you enter on the Services, how often you use the Services, and the pages you access before and after accessing the Services); and
- (c) Information which we generate as a result of your use of the Services (e.g., our understanding of your interests as a result of your use of the Services and whether you are a regular or occasional user of the Services).
Information we collect from other sources
The following are examples of the categories of information we may collect from other sources, such as trade shows, and third-party platforms like Facebook, LinkedIn, and YouTube.
- (a) personal details (e.g., name, date of birth);
- (b) contact details (e.g., phone number, email address, postal address or mobile number);
- (c) details about advertising preferences (e.g., products purchased, interaction with advertisements online); and
- (d) details about trade show attendance or membership in business, industry, or trade associations.
2. HOW WE USE YOUR PERSONAL INFORMATION AND THE BASIS ON WHICH WE USE IT
We may use your personal information for the following purposes:
3. HOW AND WHEN WE SHARE YOUR PERSONAL INFORMATION
We do not share, sell, trade, or lease your personal information to any unrelated third parties for their own marketing use. We also do not believe that we “sell” your personal information as that term is defined in the California Consumer Privacy Act. We may share your personal information with third parties under the following circumstances:
4. COOKIES AND OTHER TECHNOLOGIES
5. YOUR RIGHTS OVER YOUR PERSONAL INFORMATION
In accordance with the laws of certain countries or states, you may where applicable, have certain rights regarding the personal information we hold about you, subject to local law. These may include the rights to access, correct, delete, restrict or object to our use of, or receive a portable copy in a usable electronic format of your personal information. Where you have provided your consent to any use of your personal information, you can withdraw this consent at any time. You also may have a right to lodge a complaint with your local data protection or privacy regulator. Even in countries where you are not afforded such rights, you may have the ability to review, correct, or update some of your personal information by contacting us at the information provided below. If you would like to discuss or exercise any rights you may have under law, please contact us at the contact information set forth below. Please note that we may require additional information from you in order to honor your requests. You may also unsubscribe from emails that you receive from us by following the unsubscribe link in the email or sending an email to the contact information below.
The inquiries should include the individual’s name, address, and other relevant contact information (phone number, email address). Sunecarts may require that you provide additional information in order to verify your identity and will use all reasonable efforts to honor such requests as quickly as possible and within the time limits set forth by applicable law.
6. INFORMATION SECURITY AND STORAGE
We have security measures in place to protect the loss, misuse, and alteration of the information under our control. We retain your personal information for as long as we have a relationship with you and as long as necessary for legitimate business purposes. When deciding how long to keep your personal information after our relationship with you has ended, we take into account our legal obligations. We may also retain records to investigate or defend against potential legal claims.
7. INTERNATIONAL DATA TRANSFER
Your personal information may be transferred to, stored, and processed in a country that is not regarded as providing the same level of protection for personal information as the laws of your home country, and may be available to the government of those countries under a lawful order made in those countries. We have put in place appropriate safeguards (such as contractual commitments) in accordance with applicable legal requirements to provide adequate protections for your personal information. For more information on the appropriate safeguards in place and to obtain a copy of such safeguards, please contact us at the contact information set forth below.
Our EU affiliates may transfer personal data outside to EEA to companies of the Sunecarts group or to third party suppliers ensuring adequate personal data protection either on basis of adequacy decisions issued by the European Commission or through the implementation of appropriate safeguards including but not limited the use of standard contractual clauses – as recognized by the European Commission- with Sunecarts group companies third party suppliers, or it will work with suppliers who are certified under the EU – U.S. Privacy Shield and the U.S. – Swiss Privacy Shield Framework or equivalent mechanism.
8. YOU CONSENT AND SUBMISSIONS
To the extent permitted by applicable law, you consent to our policies and accept the terms and conditions described herein by using this website. You agree that any comments submitted by you to the site will not violate any right of any third party, including copyright, trademark, privacy, or other personal or property rights. You further agree that any comments submitted by you to the site will not be or not contain libelous or otherwise unlawful, abusive, or obscene material. You are and shall remain solely responsible for the content of any comments you submit.
Any comments, suggestions, ideas, or other such communications submitted by you shall become and remain the exclusive property of Sunecarts . We will be entitled to use, reproduce, disclose, and distribute any such material you submit for any purpose whatsoever, without restriction, and without compensating you in any way. Please do not send any comments or materials that you do not wish to assign to us.
9. LINKS TO OTHER WEBSITES
This website may contain links to websites that are controlled and operated by other entities, including our business partners, and vendors. Sunecarts is not responsible for the content, privacy, or security practices of any other website. We recommend that you review the privacy practices of those sites when you visit them.
Sunecarts does not make any representations regarding the content or accuracy of materials on such third party websites. If you decide to access linked third party websites, you do so at your own risk. Sunecarts shall not, however, be a party to any contract entered into by you, the user, and any third party as a result of contact with the websites linked from this website, and thereby does not in any way guarantee the performance of any third party under any contract. You hereby release Sunecarts and its affiliates from any damages that you incur, and agree not to assert any claims against Sunecarts , arising from your use of these third party products or services, or the breach of any third party contract.
10. CHANGES TO THE POLICY
We may modify or update this privacy notice from time to time. If we make any revisions that materially change the ways in which we process your personal information, we will notify you of these changes before applying them to that personal information. To the extent permitted by applicable law, continued use of this site following the posting of any amendment, modification, or change shall constitute your acceptance thereof. As such, please periodically check these policies to be informed of any changes.