Terms & Conditions of Sale
These Terms and Conditions of Sale ("Terms") govern sales of equipment, parts, supplies, and related services by Alco Washer Center ("Seller") to the buyer ("Purchaser"). By placing an order, signing a Sales Agreement, or accepting delivery of goods from Seller, Purchaser agrees to these Terms.
1. Agreement
These Terms are incorporated by reference into any signed Sales Agreement, quotation, or invoice issued by Seller and supersede any prior understandings or representations between the parties. No representative of Seller has the power to modify the provisions hereof, and any modification must be in writing and signed by an authorized officer of Seller.
2. Tax Exemptions and Pricing
Purchasers claiming tax exemption must provide a valid resale or exemption certificate acceptable to Seller before the first invoice. Seller reserves the right to correct typographical or clerical errors in quotations, pricing, or specifications without liability. Manufacturers may alter materials, design, or specifications without prior notice. Credit card payments may be subject to limits, and Seller may terminate any agreement based on credit review or site assessment.
3. Payment Terms and Title
Unless otherwise agreed in writing, payment is due in cash at delivery. If payment is not made in cash at delivery, Purchaser may be required to execute a promissory note, security agreement, or both, in form satisfactory to Seller. Title to all goods referred to in this Agreement shall remain in Seller until the full purchase price has been paid. Goods may not be removed from the location of delivery without Seller's prior written consent until fully paid.
4. Security Interest
Purchaser grants Seller a continuing security interest in all goods sold hereunder, together with all proceeds, accessions, additions, replacements, and substitutions, until the full purchase price (including any financing charges, fees, and costs of collection) has been paid in full. Upon Purchaser's default, Seller shall have all rights and remedies of a secured party under the Pennsylvania Uniform Commercial Code, including the right to repossess the goods. Purchaser appoints Seller as Purchaser's attorney-in-fact for the limited purpose of executing and filing UCC-1 financing statements and any other documents reasonably necessary to perfect Seller's security interest.
5. Default and Remedies
Upon Purchaser's default, Seller may, in addition to any other rights and remedies available at law or in equity, retain any payments or deposits previously made as an offset against damages. Deposits made on non-stock or special-order goods become Seller's property in the event of Purchaser's non-performance. In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees, court costs, and collection expenses.
6. Insurance
Until the full purchase price has been paid, Purchaser shall maintain, at Purchaser's sole expense, full property insurance coverage on the goods for the benefit of Seller. Coverage must be placed with a reputable, financially responsible carrier with a minimum A.M. Best rating of A. Purchaser shall name Seller as an additional insured and loss payee, and Purchaser's insurance shall be primary over any coverage maintained by Seller. Purchaser shall provide certificates of insurance evidencing such coverage upon Seller's request.
7. Delivery Timeline
Delivery dates and lead times are estimates only and are not binding on Seller. Delays caused by acts of God, transportation interruptions, manufacturer backlogs, supply chain disruptions, labor disputes, or other causes beyond Seller's reasonable control shall extend delivery dates by an equivalent period and shall not give rise to any claim or liability against Seller.
8. Shipping Terms (FOB Shipping Point)
Unless otherwise stated in writing, all goods are sold FOB Shipping Point. Purchaser shall pay all freight, cartage, shipping, handling, insurance, and other transportation charges. Title (subject to Seller's security interest) and risk of loss pass to Purchaser when the goods are delivered to the carrier at the shipping point.
9. Installation and Site Preparation
Unless expressly stated otherwise on the Sales Agreement or invoice, delivery means curbside delivery only. Seller is not responsible for uncrating, moving, set-in-place, leveling, anchoring, electrical hookup, plumbing, gas connection, venting, or any other installation or commissioning work. Purchaser is responsible for all installation, permits, inspections, utility connections, and providing adequate access (including doorways, hallways, ramps, and elevators) to the installation site. Any installation services provided by Seller must be separately quoted and contracted in writing.
10. No Refunds or Exchanges
Except as expressly provided in a separate written agreement, there are no cash refunds, credit refunds, or exchanges of merchandise under this Agreement. Returns of unused, in-stock parts may be authorized at Seller's sole discretion subject to a 15% restocking fee, a Return Merchandise Authorization (RMA) number issued in advance by Seller, and the return reaching Seller within 30 days of invoice. Electrical items are non-returnable.
11. Binding Nature and Cancellation
This Agreement is binding on the parties, their successors, heirs, and assigns, and is not subject to cancellation by Purchaser. In the event of cancellation by mutual written consent of the parties, Purchaser shall pay all restocking charges, out-of-pocket costs incurred by Seller, and the reasonable value of any engineering, design, procurement, or other work performed by Seller through the date of cancellation.
12. Assignment
Seller may assign its rights under this Agreement, including the right to receive payment, without notice to or consent from Purchaser. Any assignee shall acquire all of Seller's remedies under this Agreement but shall not assume any of Seller's obligations. Purchaser waives any defenses, setoffs, or counterclaims it may have against Seller as against any such assignee.
13. Governing Law and Venue
This Agreement shall be construed and governed by the laws of the Commonwealth of Pennsylvania, without regard to its conflict-of-laws principles. Any action or proceeding arising out of or relating to this Agreement shall be brought exclusively in the state or federal courts located in Lawrence County, Pennsylvania, and the parties consent to the personal jurisdiction and venue of those courts. Electronic signatures and facsimile transmissions shall have the same legal effect as original signatures.
14. Warranty Disclaimer
Goods are sold subject only to the original manufacturer's warranty, if any. Seller is not the warrantor of any manufacturer warranty, and warranty claims may need to be processed through the manufacturer.
EXCEPT FOR THE MANUFACTURER'S WARRANTY DESCRIBED ABOVE, SELLER HEREBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. PURCHASER ACKNOWLEDGES THAT IT HAS NOT RELIED ON ANY WARRANTY, REPRESENTATION, OR STATEMENT BY SELLER NOT EXPRESSLY SET FORTH IN THIS AGREEMENT.
15. Limitation on Damages
IN NO EVENT SHALL SELLER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST REVENUE, BUSINESS INTERRUPTION, OR LOSS OF USE, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE GOODS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. PURCHASER HEREBY WAIVES ALL RIGHTS OF REFUSAL AND RETURN OF GOODS EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT.
16. Liability Cap and Indemnification
SELLER'S TOTAL CUMULATIVE LIABILITY UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE PAID BY PURCHASER FOR THE SPECIFIC GOODS GIVING RISE TO THE CLAIM. Purchaser shall indemnify, defend, and hold Seller harmless from and against any claims, damages, losses, or expenses (including reasonable attorney's fees) arising out of (a) Purchaser's breach of this Agreement, (b) the failure of goods to perform when used in a manner inconsistent with the manufacturer's specifications, (c) damage to property or injury to persons caused by Purchaser's installation, operation, or use of the goods, and (d) any sale or transfer of the goods by Purchaser to a third party.
17. Trade-In Equipment
If Purchaser tenders any equipment as a trade-in toward the purchase of new goods, Purchaser warrants that it has good and marketable title to the trade-in equipment, free of all liens, encumbrances, and security interests. Purchaser shall indemnify, defend, and hold Seller harmless from and against any claims, damages, or losses arising out of the title or condition of the trade-in equipment.
Returns — Quick Reference
- Window: Unused parts may be returned within 30 days of invoice.
- Restocking fee: 15% of the original invoice price.
- RMA required: Call 1-724-658-8808 for an RMA number before shipping anything back.
- Excluded: Electrical items, special-order goods, and items not in original packaging.
- Sales tax: Collected on orders shipped to addresses in Pennsylvania and Ohio.
Questions
If you have questions about these Terms, contact us:
Alco Washer Center1243 West State Street
New Castle, PA 16101
Phone: 1-724-658-8808
Email: SalesInfo@alcowasher.com