1. Limited Warranty. The goods provided hereunder are warranted to conform to Labmor Inc.’s specifications and to be free from defects in material and workmanship. Labmor Inc. further warrants good title to the goods and that the goods do not infringe any valid United States & foreign patents.
Labmor Inc. DISCLAIMS ANY AND ALL OTHER WARRANTIES, EXPRESS AND IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR PURPOSE. Labmor Inc.’s sole obligation and customer’s sole remedy on account of breach of the foregoing warranty is the prompt replacement or correction of defective goods at Labmor Inc.’s expense, or, at Labmor Inc.’s option, the refund of the purchase price thereof. No claims hereunder shall be maintained unless notice of an alleged defect is received by Labmor Inc. within sixty (60) days from the date of delivery and Labmor Inc. retains the right to inspect any goods alleged to be defective.
2. Limitation on Liability. IN NO EVENT SHALL Labmor Inc. BE LIABLE FOR AN INJURY, LOSS OR DAMAGE, WHETHER DIRECT, INDIRECT, CONSEQUENTIAL OR INCIDENTAL, ARISING OUT OF THE USE, OR THE INABILITY TO USE, GOODS PROVIDED HEREUNDER WHETHER SUCH DAMAGE RESULTS FROM BREACH OF WARRANTY, NEGLIGENCE OR ANY OTHER CAUSE AND WHETHER OR NOT Labmor Inc. KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH INJURY, LOSS OR DAMAGE.
3. Title: Risk of Loss. Labmor Inc. shall retain title to the goods until they are paid for in full or used by the customer in the ordinary course of business. The customer shall provide any documentation reasonably requested by Labmor Inc. to record Labmor Inc.’s interest in such goods. Risk of loss of the goods shall pass to the customer upon delivery and customer shall adequately insure the goods until they are paid in full.
4. Taxes. Any taxes imposed on the sale of the goods hereunder shall be billed to and promptly paid (or reimbursed) by customer.
5. Force Majeure. Labmor Inc. shall not be liable for delay or failure in the performance of the obligations contained in this invoice arising from any causes beyond the control of Labmor Inc., and in such case of the time for performance shall be extended by the period of such force majeure. HOWEVER, IN NO EVENT SHALL Labmor Inc. BE LIABLE FOR DAMAGES CAUSED majeure. HOWEVER, IN NO EVENT SHALL Labmor Inc. BE LIABLE FOR DAMAGES CAUSED DIRECTLY OR INDIRECTLY BY ANY DELAY IN DELIVERY.
6. Late Payment. Labmor Inc. reserves the right to charge one and one half percent (1.5%) Interest per month from the date payment is due until paid in full (or the maximum annual legal rate for sales of commercial goods, whichever is less) on overdue balances. The customer shall also reimburse Labmor Inc. for any costs and expenses, including attorney fees, incident to the collection of any delinquent account.
7. Customer Forms. No terms and conditions of any customer purchase (or similar) order in conflict with or in addition to these terms and conditions shall be binding upon Labmor Inc. unless expressly accepted by Labmor Inc. in writing, notwithstanding what the purchase (or similar) order provides.
8. Applicable Law. This invoice and the sale of goods described shall be governed by and construed in accordance with the laws of the State of California (without giving effect to choice of law provisions).The UN Convention on the International Sale of Goods shall apply to this contract.