1. DEFINITIONS

1.1 «Seller» or «Radisson Industries» means Les Industries Radisson Inc. headquartered in St-Lambert-de-Lauzon, Québec, Québec, Canada.

1.2 «Buyer» means the legal entity or individual that purchases products from the said «Seller».

1.3 These «Terms and Conditions» means Terms and Conditions of Purchase and Payment, including any additional documents  incorporated to your Sales Agreements.

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2. PRICING

2.1 All published prices and discounts are subject to change at any time. In the event of a change in price, the price of any product or order will be the price in effect on the day the «Seller» ships the order.

2.2 Seller agrees to sell to Buyer, and buyer agrees to purchase at the agreed prices the items listed in the attached annex document «CURRENT PRICE LIST» .

 

3. INVOICING AND PAYMENT TERMS

3.1 Seller shall invoice Buyer upon the shipment of the Goods. Unless otherwise stated, payment for the Goods is due within 30 days of the date of Seller’s invoice, which will not be before the date of Seller’s shipping of the Goods.

3.2 If Buyer fails to pay invoices with the terms herein and such failure continues following 10 days written notice to Buyer, then Radisson Industries, at its option and without prejudice to its other rights and remedies may :

• Charges interest fees of 2% per month (24% per year) shall be applied on all outstanding amounts

• Suspend deliveries until all undisputed indebtedness is paid in full and/or place Buyer’s shipments on a cash-in-advance basis.

• Terminate this «Sales Agreement» forthwith and without notice

 

4. OWNERSHIP OF THE GOODS

4.1 Until such time that buyer has paid its invoice in its entirety, all goods sold and delivered shall remain the sole and unique ownership of the seller, regardless whether the goods remain in the buyer possession or have been transferred to a third party.

 

5. PURCHASING AND ORDER ACKNOWLEDGMENT

5.1 Buyer is responsible to ensure the accuracy of the part numbers and needed quantities when sending formal order to the Seller. Unless otherwise stated, buyer will also ensure to respect established minimum order amount of $ 250.

5.2 Radisson Industries shall provide a detailed formal order acknowledgement within (2) days after receipt of Buyer’s Goods requirement. (Purchase Order)

5.3 Buyer shall carefully review the order confirmation/acknowledgement and shall inform the Seller immediately of any error or anomaly within (3) days of its receipt. Otherwise, Radisson Industries shall be entitled after that time to rely on the accuracy of the order confirmation/acknowledgment and cannot be held responsible of any resulting shipping or invoicing error.

5.4 Initial orders, exclusive products requiring custom toolings or modifications, and all subsequent orders placed before credit is established with Radisson Industries, will be on cash-in-advance or C.O.D. basis. Cash-in-advance orders will be entered by Seller upon receipt of the order and payment. Pricing is determined at time of shipment.

 

6. FREIGHT

6.1 Unless otherwise stated, all products are shipped F.O.B. the Factory. Title to and risk of loss product shipped is the responsability of the Buyer and delivery is deemed to be complete upon transfer of the product to a common agreed carrier. The Seller shall not be liable for any delays, loss or damage in transit.

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7. DELIVERY

7.1 Target delivery dates shall be in accordance with the order confirmation/acknowledgement and are merely intended to be estimates and are not binding.

7.2 Radisson Industries may, in its sole discretion, without liability or penalty, make partial shipments of its products to Buyer. Each shipment will constitute a separate sale, and Buyer shall pay for the items shipped whether such shipment is in whole or partial fulfillment of Purchase orders.

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8. RIGHT OF INSPECTION

8.1 Buyer shall have the right to inspect the goods on arrival and, within (15) business days after delivery, buyer must give notice to seller of any claim for damages on account of condition, quality or grade of the goods, and buyer must specify the basis of the claim of buyer in detail. The failure of buyer to comply with these conditions shall constitute irrevocable acceptance of the goods by the buyer.

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9. RETURN OF GOODS

9.1 No goods sold and delivered shall be returned/replaced without the prior consent of the Seller. Authorization will be determined on cases of defective product claims in accordance with the applicable Radisson Industries Limited Warranty as it appears on our website and incorporated herein by reference.

9.2 Return material authorization (RMA) will be granted without any restocking/shipping fees on incorrect shipments due to an error caused by Radisson Industries ONLY.

9.3 Buyer’s exclusive and custom made products shall not be eligible for return under no circumstances of any kind.

9.4 The seller may also, at its option, authorize the return of other goods subject to inspection and a 25% restocking charge. Product considered for return must be standard product, no older than the immediate past calendar year, clean, resalable, and in full unopened cartons. Freight on all returned goods musts be prepaid to our plant and merchandise must be received within (30) days of date of authorization.

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10. FORCE MAJEURE

10.1 Radisson Industries shall not be liable or responsible to Buyer, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Radisson Industries including, without limitation, acts of nature, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.

 

11. GOVERNING LAW ; WAIVER OF JURY TRIAL

11.1 THESE TERMS AND CONDITIONS ARE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE PROVINCE OF QUEBEC WITHOUT REGARD TO THE CONFLICTS OF LAW PRINCIPLES THEREOF. FURTHER, THE UNITED NATIONS CONVENTION ON THE CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS SHALL NOT APPLY TO THIS AGREEMENT. EACH PARTY WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT.