The terms and conditions on any order become the exclusive and binding agreement between Axiom Test Equipment (herein known as "Axiom") and the Customer covering the purchase of the goods, equipment or services or the rental of such goods and equipment ordered when the order is accepted by commencement of performance. Acceptance of this order is expressly limited to the terms hereof. Additional or different terms will not be applicable unless agreed upon in writing by the Buyers and "Axiom".
Terms of Payment are net 30 days from date of invoice, pending credit approval, unless otherwise expressly agreed upon in writing by "Axiom".
Late Charges for rentals or sale of goods that are not paid within ten (10) days of the due date, customer shall pay to "Axiom" on demand a late charge from the due date until payment in the amount equal to the maximum rate permitted by law.
Interest shall accrue on any amounts due "Axiom" that are not paid within thirty (30) days from the date of invoice at a per annum rate of interest equal to eighteen percent (18%) or the maximum per annum rate of interest that may be charged by law. In the event of a late payment, interest charges shall be assessed from the date of the invoice (i.e., the date the invoice was rendered), without notice to Customer. Customer shall be responsible for any and all costs of collection incurred by "Axiom" with respect to amounts due from Customer under this Agreement for Services, including, without limitation, for attorneys' fees, costs, and expenses.
In no event, whether as a result of breach of contract or warranty, tort (including negligence) or otherwise, shall "Axiom" be liable for any consequential, incidental, or exemplary damage, including, without limitation, any loss of profit or revenues, loss of use of any equipment or goods, or downtime costs.
NO OTHER WARRANTIES EXPRESSED OR IMPLIED, INCLUDING THE WARRANTY OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WILL APPLY TO EQUIPMENT AND GOODS SOLD OR RENTED. Prices quoted do not include any taxes. Taxes will be added to the invoice as required by law to be billed and collected. These taxes will be paid by the customer unless the customer provides a valid tax exemption certificate to "Axiom". Minimum billing is one hundred dollars per invoice. Any oral statements about the goods or equipment do not constitute warranties. They shall not be relied upon by the Customer and are not part of the agreement.
These terms and conditions shall be governed by and construed in accordance with the laws of the State of California. Any legal action or proceeding with respect to the Contract shall be brought exclusively in the state or federal courts in California without giving any effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction) that would cause the application of any laws of any jurisdiction other than those of the State of California, and the parties hereby consent to the venue and jurisdiction of such courts including but not limited to Small Claims court.
All goods or equipment sold by "Axiom" are subject to limited warranty of 180-days (90-days for resellers), except in cases of *Rental Buyouts, unless otherwise noted. Warranty period starts the day the equipment is shipped from "Axiom". Nonpayment or delinquent payment (5 days or more past due) will void warranty. "Axiom" will at its discretion, repair, replace, or refund the selling price for any malfunctioning equipment or goods, provided payment is made in due course, except in cases of improper application or misuse of goods or equipment by Customer. Freight costs are not refundable.
*Rental Buyouts: If a rental buyout has been granted, the warranty period for goods or equipment shall be 180-days from date of original shipment, or 180-days from date of the rental buyout; whichever is longer, up to a maximum of 360 days from date of original shipment.
No equipment or goods will be accepted for warranty repair without prior authorization from "Axiom". Customer is liable for freight cost back to "Axiom". All warranty shipments returned to 'Axiom' must be insured at customer's expense for full value of the goods or equipment purchased. In case of shipping damage, warranty does not apply. It is Customer's responsibility to contact forwarder promptly and register a claim. Concealed damage should be reported at once and claim made to forwarder in writing. All shipments from 'Axiom' to Customer shall be fully insured at Customers expense, unless proof of insurance is provided by Customer and specifically requested to be shipped without insurance by Customer.
"Axiom" retains title to all purchased goods and equipment until the sale invoice is paid in full, at which time title will convey to the buyer. Invoices are pro forma and do not convey title until paid.
Prices are subject to change without notice. "Axiom" is not responsible for typographic errors.
DISCLAIMER EXCLUSIONS OF WARRANTIES. The parties agree that the implied warranties of merchantability and fitness for a particular purpose and all other warranties express or implied, including without limitation, warranties as to description, quality or productiveness are excluded from this transaction and shall not apply to the goods or equipment sold unless the parties shall otherwise agree in writing.
All payment terms are in United States Dollars.
Payment terms are wire transfer of full funds prior to shipment. No credit cards are accepted for international shipments.
Buyer is responsible for all paperwork, taxes, duties and additional costs associated with international freight. Axiom assumes no responsibility for items held in customs.
All rentals start the day of equipment shipment to the Customer and continue throughout the minimum term and thereafter until return of the equipment to an "Axiom" Inventory Center, whether or not the period is covered by Customer's purchase order.
The monthly rental rate is based upon the minimum term as stated on "Axiom" quote and invoice. Customer shall not have the right to cancel the rental of the equipment prior to expiration of said minimum term upon which a rental is based. Rental charges for fractional months, beyond the original terms, will be pro-rated on a daily basis. Rental month shall be defined as 30-days.
Delivery and Freight charges are additional to Customer. Unless the Customer gives "Axiom" written notice of each defect within two (2) days after receipt of a rented item, it shall be conclusively presumed that the item(s) was delivered in good condition. All equipment, manuals and accessories shall be returned to "Axiom" prepaid and insured. Any shipping or handling charges not prepaid will be billed back to Customer. Customer shall return equipment in good operating condition to "Axiom".
Title/Ownership "Axiom" retains title to all rental equipment. The equipment shall remain the property of "Axiom" and is provided to Customer solely on a rental basis without any option to purchase unless such an option is granted prior to the commencement of the rental period and set forth in writing.
If an option to purchase has been granted, such option shall be forfeited if any outstanding payments due for said rental are not paid to Axiom within ten (10) days of the due date.
Customers are precluded from altering, assigning, modifying or encumbering in any way any instruments on rent from "Axiom".
The Customer is responsible for loss of or damage to equipment from receipt until it is received or returned to "Axiom". Loss of or damage to equipment will obligate the Customer to replace or repair the equipment at customer's expense or remit the full fair market price to "Axiom". It is understood that the rental fees will continue through the minimum rental term or until such replacement equipment or the replacement cost is received by "Axiom", whichever is later.
Upon default "Axiom" may at is option, repossess, re-rent or sell the equipment and sue for any loss or revenue deficiency permitted by law, with or without notice to Customer. Customer will allow "Axiom" to enter upon Customer's premises to repossess or remove said property and such removal shall not constitute a termination of Customers' obligation. Customer agrees to pay all costs and expenses, including all attorney fees and any court costs, incurred by "Axiom" in the repossession, re-renting, releasing, transportation, handling or selling of the property.