Wilco Imaging, Inc

Terms and Conditions

    ʺSeller"ʺ refers to Wilco Imaging, Inc., located at 4822 Golden Foothill Parkway Suite #9 El Dorado Hills CA 95762 and "ʺBuyer"ʺ refers to the person or organization placing the order. ʺGoods"ʺ refer to tangible products for which the Buyer has placed an order with the Seller. ʺServices"ʺ refer to non-­‐‑tangible products for which the Buyer has placed an order with the Seller.

    These terms and conditions are valid for any goods or services provided by the Seller to the Buyer. The terms and condition and in case of any inconsistency between these terms and condition and buyers order, the terms and condition herein shall prevail.

Prices & taxes
    As a result of changes in factors outside the control of Seller, pricing, quantity of goods and time of delivery provided to Bu yer are not binding on the Seller, but the Seller will make all efforts to fulfill stated prices. Order acknowledgements are exclusive invoices where appropriate. Prices and order acknowledgements are excluding delivery costs, which will be added to the invoice Payment Terms

    The Buyer shall pay all invoices of the Seller within thirty (30) days of the date of shipment unless otherwise stated in writing the Seller may charge interest on the amount outstanding before and after judgment. Alternatively, for invoices unpaid 30 days impose a surcharge equal to 2.5% of the outstanding amount. If any amount of the invoice is disputed by the Buyer, the Buyer such dispute within seven (7) days of delivery of the goods and shall pay to the Seller the value of the invoice less the disputed payment terms.

Delivery Terms
    Delivery terms are Ex Works El Dorado Hills and delivery will be deemed to have taken place when carrier signs for the goods at Seller’s Origin. The Buyer is responsible for any expenses of delivery.

    Any order, once confirmed by Seller is not cancellable. Cancellation of the Order by the Buyer will only be accepted on condition that expenses incurred up until the date of receiving the cancellation from the Buyer. To be considered delivered to Seller, cancellation confirmed received by Seller. No return of goods, once delivered by Seller, will be accepted without a valid return authorization the same condition in which it was received. All returns for credit are subject to a 20% restocking fee. All returns must be initiated goods. All sensors and encoders are non-returnable/non-refundable.

    All Services are provided on an "ʺas-­‐‑is"ʺ basis without warranty of any kind, express or implied, oral or written including, without merchantable quality, fitness for purpose and description, all of which are specifically and unreservedly excluded. In particular, given that the Goods are suitable for the purposes intended by the Buyer. All goods are warranted to be free from defects in from original date of shipment. Warranty does not cover damage or failure caused by Acts of God, abuse, misuse, abnormal maintenance or any repairs other than those provided by Seller or an authorized by Seller products warranty provider. During sole option, free of charge, any defective parts prepaid. After warranty has expired, there rendered for product repairs.

Loss or Damage to Goods
    Seller will take all reasonable steps to ensure the protection from loss, damage or destruction of the services or materials it supplies received from the Buyer.

    Both parties shall maintain strict confidence and shall not disclose to any third party any information or material relating to comes into that party'ʹs possession and shall not use such information and material. This provision shall not, however, apply becomes public knowledge other than by breach by a party of this clause.

Limitation of Liability
    Seller shall not be liable for any claim arising out of the performance, non-­‐‑performance, delay in delivery of or defect in the Goods nor for any special, indirect, economic or consequential loss or damage howsoever arising or howsoever caused (including loss of profit or loss of revenue) whether from negligence or otherwise in connection with the supply, functioning or use of the Goods. Any liability of Seller shall in any event be limited to the license fees paid by the Buyer in the year in which the event of default arises. Nothing herein shall limit either party'ʹs liability for death or personal injury arising from the proven negligence by itself or its employees or agents. The Buyer shall fully indemnify Seller against any liability to third parties arising out of the Buyer'ʹs use of the Goods.

Place of Contract
    Any contract arising out of placing any orders and the acceptance thereof by Seller, shall be a California contract and shall be purposes under the laws of the State of California.
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