QUOTATIONS AND PRICES:  Written quotations expire 30 days from the day issued unless otherwise noted in the quotation.  Verbal quotations (unless confirmed by a written quotation) expire the same day. Published prices and discounts are subject to change without notice. 

ORDER ACCEPTANCE:  All orders for product or services are subject to acceptance and approval by Quigg International.  Any order shall be subject to these Terms and Conditions of Sale, and acceptance shall be conditional on the Purchaser’s assent to these conditions.  Orders which include penalty clauses for failure to meet shipping schedules will not be accepted by Quigg International without prior written approval from the owner of Quigg International. 

CANCELLATIONS AND CHANGES:  Purchaser may not modify any order accepted by Quigg International unless agreed to in writing by Quigg International.  Order cancellations, including reductions to order quantities, and order changes will be governed by the following:

1. Orders scheduled for shipment within twenty (20) working days of your request to cancel or  modify will be shipped as previously acknowledged and you agree to accept shipment and payment responsibility, in full, at the agreed upon price.

2. All work not covered under paragraph A, will be stopped immediately upon notification, and you agree to reimburse Quigg International for all work-in-progress, materials and supplies used, or for which commitments have been made.   

TAXES:  Any Sales tax, Manufacturer’s Tax, Use Tax, Excise Tax, Duty, Inspection or Testing Fee, or any other tax, fee or charge imposed by any government authority shall be paid by the Purchaser in addition to the prices quoted, unless the Purchaser furnishes Quigg International with the appropriate tax exemption documentation required by the applicable government authority. 

TERMS OF PAYMENT:  All written quotations will include detailed payment terms.  Unless otherwise indicated on the invoice, net amount is due within thirty (30) days from date of invoice.  A 2% per month service charge shall apply to all invoices in excess of 45 days.  All invoices in excess of 60 days may subject that account to an immediate shipment hold. 

SHIPMENT OF GOODS:  Shipment of goods sold under any agreement that is governed by the terms and conditions of this offer will be made F.O.B. Tecumseh, Ontario, Canada.  The purchaser has the risk of loss after delivery from the F.O.B. point.  Notwithstanding the foregoing, title to any goods or any part thereof supplied hereunder shall not pass from Quigg International until all payments due have been fully made.  If the Purchaser defaults on any of the payments herein Quigg International may retain any partial payments which have been made as liquidated damages, and Quigg International shall be entitled to the immediate possession of the goods and shall be free to enter the premises where the goods may be located and remove them, all without prejudice to Quigg International’s right to recover any further expenses or damages Quigg International may suffer by reason of such non-payment. 

SHIPPING SCHEDULES:  All quoted shipping schedules are approximate and will depend upon prompt receipt from Purchasing of confirming copy of Purchase Order, and prompt payment of payment terms requested.  Quigg International shall not be liable for damage as a result of any delay due to any cause beyond Quigg International’s reasonable control. Should the Purchaser request that a shipment be held beyond the scheduled shipment date, the Purchaser aggress to accept charges for warehousing and any other expenses incurred by the delay. 

WARRANTY:  Quigg International will warranty workmanship for a period of one (1) year.  All new components will carry the Manufacturer’s warranty.  Quigg International will not warrant any re-used or refurbished components and any equipment or components not provided by Quigg International.

INDEMNIFY QUIGG INTERNATIONAL AGAINST ALL LOSS:  The purchaser will indemnify and hold Quigg International harmless against all loss, including, but not limited to, property damage, loss of profits or revenue, loss of use of any property, cost of capital, cost of purchased or replacement power or temporary equipment, personal or bodily injury or death arising out any agreement that is governed by the terms and conditions of this offer or in any way related to the goods and services sold under any agreement that is governed by the terms and conditions of this offer.  Your indemnification obligation applies whether loss is suffered by you, or whether loss is suffered by any third party.  Your indemnification obligation applies where you alone were negligent, whether Quigg International alone was negligent, whether any third part alone was negligent, whether you, Quigg International, or a third party were negligent in any combination, whether jointly or concurrently, or whether neither Quigg International, nor you, nor any third party was negligent.  This indemnification obligation requires you to pay any judgments against Quigg International, and any reasonable legal and other professional fees and disbursements incurred by Quigg International’s defence.  Your indemnification obligation does not depend on the truth of the allegations made against Quigg International, you, or any third part.  While you are not required to indemnify Quigg International against Quigg International’s intentional tortuous acts, you must continue to pay Quigg International’s court costs and reasonable legal and professional fees and disbursements until it has been established that the loss in questions was caused solely by intentional tortuous acts of Quigg International.

The forgoing indemnification obligations, and all other provisions hereunder which limit or protect against Quigg International’s liability shall also protect its direct and indirect suppliers and its subcontractors and shall apply to the full extent permitted by law and shall survive the termination, cancellation or expiration of any agreements resulting from this quotation.