Sharrow Marine LLC — Terms and Conditions of Sale
The sale of any products or services described or referred to herein at the prices indicated is expressly conditioned upon the terms and conditions set forth below. Any order for or any statement of intent to purchase any such products or services, or any direction to proceed with engineering, procurement, manufacture, or shipment shall constitute the consent by the purchaser (“Purchaser”) to said terms and conditions and a representation that Purchaser is solvent. Any additional or different terms or conditions set forth in any communication from Purchaser are hereby objected to by Sharrow Marine, LLC (hereinafter referred to as “Seller”) and shall not be effective or binding unless consented to in writing by an authorized representative of Seller. Any additions to, changes in, modifications to, or revisions of this order proposed by Purchaser are hereby rejected by Seller unless otherwise expressly agreed to in writing by Seller.
(1) We do not lease, loan, rent, or sell any information regarding customers.
(2) We employ a highly secured encrypted server to transmit our internet orders.
(3) All credit card information is highly encrypted. As an additional security measure, we are only permitted to see the last 4 digits of your credit card number.
2. SHIPMENT AND DELIVERY. Seller will use reasonable efforts to effect delivery of the products both in quantities and at times set forth in the purchase order; provided, however, that failure by Seller to make deliveries as so provided will not constitute a breach or default by Seller and Seller will not be liable for any damages, including consequential and incidental damages, as a result of a failure to make such deliveries, unless Seller shall have otherwise expressly guaranteed delivery date in writing. Purchaser will be responsible for the cost and expense of all transportation, insurance, and duties of products in transit. Unless otherwise requested by Purchaser, Seller will arrange for shipment of products hereunder at Purchaser’s cost and expense. Expedited means of shipment will be used only if Purchaser requests such routing. In all cases, the carrier will be deemed to be an agent of the Purchaser and the Purchaser will bear the entire risk of loss or damage to Products in transit.
3. TITLE TO PRODUCTS. The title to products will remain with the Seller until payment in full is made by Purchaser. Failure to make any payment as provided hereunder shall entitle Seller to cease and stop shipments without notice to Purchaser, and Purchaser agrees that Seller, its successors, and assigns, shall be and is hereby authorized to retake possession and custody of any shipments already made or received by Purchaser and, upon written notice to Purchaser, cancel the balance or unexecuted portion of this order and hold Purchaser liable for any and all damages incurred by Seller as a result of or in any manner growing out of the default or failure of Purchaser to make such payment.
4. MONEY-BACK GUARANTEE. In the event that Purchaser is not satisfied with the Sharrow Propeller™ for any reason during the thirty (30) days period after shipment (the “Return Period”), Purchaser may exchange the returned product for a different pitch or receive a full refund. All returns require prior authorization Return Materials Authorization Number (RMA#). All returns must be in original packaging, in new condition, and include a copy of the invoice. We reserve the right to deny any return, or purchase through our website, due to reasons of fraud, malice, trickery, or misfit to vessel motor configuration. Original shipping costs are non-refundable.
5. RETURN OF PRODUCTS AFTER THE RETURN PERIOD. In addition to Purchaser’s right to return products set forth in Section 4 above, Purchaser shall be entitled to return products after the 30 days return period if such products are defective.
6. TERMINATION AND RESCHEDULES. Purchaser may terminate an order, in whole or in part, for its convenience by giving Seller written notice thirty (30) working days before Seller’s planned shipping date. In the event of such termination, Purchaser will accept products that have been manufactured prior to the termination notification. If Purchaser terminates an order, Purchaser shall be entitled to a return of the Deposit less an amount determined by Seller which reflects the work performed on such order prior to termination and which shall take into account reasonable costs and expenses incurred and commitments already made by Seller in connection with such order and the termination hereof. Purchaser will be advised of the amount of such charges.
7. EXCUSABLE DELAYS. Neither party will be liable for damages for delay in delivery that is not the result of its fault or negligence including without limitation delays arising out of acts of God, acts of the public enemy, acts of the government in either its sovereign or contractual capacity, fires, floods, epidemics, quarantine restrictions, war, riots, strikes, freight embargoes, unusually severe weather, and any other causes beyond its reasonable control as it relates to obtaining necessary labor, materials, or processing facilities.
8. PRICES. Prices in any sales confirmation from Seller are subject to change upon notice sent to Purchaser at any time before the sales confirmation has been accepted. Prices for products covered under these terms and conditions may be adjusted by Seller, upon notice to Buyer at any time prior to shipment, to reflect any increase in Seller’s cost of raw materials (e.g., steel, aluminum) incurred by Seller after issuance of the applicable sales confirmation. All stated prices are exclusive of any taxes, fees, duties, and levies, however, designated or imposed, including but not limited to value-added and withholding taxes that are levied or based upon the amounts paid under these terms and conditions (collectively, “Taxes”). Any Taxes related to the products purchased pursuant to these terms and conditions are the responsibility of the Purchaser (excluding taxes based on the Seller’s net income) unless Purchaser presents an exemption certificate acceptable to the Seller and the applicable taxing authorities. If possible, Seller will bill Taxes as a separate item on the invoice presented to Purchaser. If any exemption certificate presented by Purchaser is held to be invalid, then Purchaser will pay Seller the amount of the Tax and any penalties and interest related thereto.
9. PAYMENT. Unless otherwise set forth in the sales confirmation, payment for the products shall be due in full upon the Purchaser’s submission of the order. A wire transfer payment option is available upon request. Special payment terms are available upon request for orders of two or more propellers. Contact customer support for more details: firstname.lastname@example.org. Seller reserves all other rights granted to a seller under the Uniform Commercial Code (“UCC”) for Purchaser’s failure to pay for the products or any other breach by Purchaser of these terms and conditions. In addition to all other remedies available to Seller (which Seller does not waive by the exercise of any rights hereunder), Seller may suspend the delivery of any products if Purchaser fails to pay any amounts when due and the failure continues for five (5) days following Purchaser’s receipt of notice thereof. Purchaser may not withhold payment of any amounts due and payable as a set-off of any claim or dispute with Seller, regardless of whether relating to Seller’s breach, bankruptcy, or otherwise.
10. TAXES. Except as otherwise set forth on Seller’s product pricing list, Seller’s prices will be exclusive of any federal, state, provincial, or local sales, use, or excise taxes levied upon or measured by the sale, the sales price, or use of any products. Any such tax lawfully applicable to any such products shall be added at the point of checkout, and such tax will be payable by Purchaser.
11. PRODUCT WARRANTY. Seller does not grant Purchaser any express or implied guarantee regarding the performance of the products. since performance will vary from vessel to vessel. As to each new and unused product manufactured by Seller and sold to Purchaser hereunder, Seller warrants such Product to be free from defects in material and workmanship in normal use and service for five (5) years from the date first placed in service. The provisions of the warranty set forth herein will not apply to any product which is used for a purpose for which it is not designed, which is altered or modified in any way, or which is subjected to misuse, negligence, accident, or neglect, so as, in the judgment of the Seller, to affect adversely the condition or value of such product. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ALL GUARANTEES, WARRANTIES, CONDITIONS, OR REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WHETHER ARISING UNDER A STATUTE, COMMON LAW, COMMERCIAL USAGE, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY WAIVED AND EXCLUDED. Seller will have no obligation to Purchaser under the warranty unless and until Purchaser has returned the product to Seller within the time limits specified above, transportation and handling charges prepaid, and provided Seller with a written statement describing the alleged defect. Upon Purchaser’s return of the product alleged to be defective, Seller will inspect the same and advise Purchaser whether or not Seller will either repair and redeliver the original product, deliver a replacement product, or issue a credit to Purchaser. The seller’s entire obligation under such warranty will be fully discharged by such repair, replacement, or issuance. If Seller does not agree that the product is defective or otherwise determines that the product is not covered by the above warranty, then Seller will return the Product to Purchaser as is, transportation and handling charges collect. THE WARRANTIES IN THIS CLAUSE ARE GIVEN AND ACCEPTED IN LIEU OF ANY OTHER WARRANTIES, REMEDIES, RIGHTS, OR CLAIMS RESPECTING CONSEQUENTIAL, INCIDENTAL, SPECIAL, DIRECT, INDIRECT, TORT, CONTRACT, OR ANY OTHER DAMAGES, WHETHER OR NOT ARISING FROM ANY CAUSE OR ACTION OF ANY TYPE INCLUDING, WITHOUT LIMITATION, ANY DAMAGES ARISING FROM SELLER’S NEGLIGENCE, ACTUAL OR IMPLIED. Purchaser shall indemnify Seller for any claims which arise in the event of the failure of Purchaser or others in the contractual chain to limit, in accordance with this clause, Seller’s liability and obligations.
12. LIMITATION OF LIABILITY. Seller’s liability for any claim of any kind, including negligence and breach of warranty, for any loss, cost, expense, or damage resulting from, arising out of, or connected with this order, or from the performance or breach thereof, or from the manufacture, sale, delivery, resale, repair, or use of the products covered by or furnished under this order shall in no case exceed the purchase price of the products which give rise to the claim.
13. ARBITRATION.Seller may, at its discretion, settle any claim or controversy arising out of or relating to this order, or the breach or nonperformance of any provision thereof, by arbitration in accordance with the Arbitration Rules of the American Arbitration Association in effect at the time such claim or controversy arises. Purchaser and Seller agree that any arbitration shall be administered and conducted in Philadelphia, Pennsylvania.
14. REMEDIES. In the event of Purchaser’s default of this order, Seller shall have available all rights and remedies at law or in equity. Purchaser agrees to pay Seller all costs and expenses, including attorney’s fees, incurred by Seller in exercising any of its rights and remedies. No failure or delay on the part of Seller in exercising any right or remedy shall operate as a waiver thereof. No waiver by Seller of any default shall constitute a waiver by Seller of any additional or subsequent default.
15. SEVERABILITY. If any provision hereof shall be finally determined to be unlawful, then such provision shall be deemed to be severed and every other lawful provision hereof shall remain in full force and effect.
16. REGULATORY LAWS AND/OR STANDARDS. The Seller makes no promise or representation that the products will conform to any state or local laws, ordinances, regulations, codes, or standards, except as particularly specified and agreed upon for compliance in writing as a part of the contract between Purchaser and Seller. The Seller’s prices do not include the cost of any related inspection permits or inspection fees.
17. ASSIGNMENT. Any assignment, transfer, pledge, or other disposition of this order, or any rights hereunder, by the Purchaser without the written consent of Seller shall be void.
18. JURISDICTION AND VENUE. All quotations are made and all orders are accepted by Seller with reference to the laws of the Commonwealth of Pennsylvania and the rights and duties of all parties and the construction and effect of all provisions thereof shall be governed by and construed according to the laws of such Commonwealth. Purchaser hereby submits to the jurisdiction of the Courts of the Commonwealth of Pennsylvania with respect to any claim or controversy arising out of or relating to this order or the breach or non-performance of any provision hereof.
19. INDEMNIFICATION. Purchaser agrees to indemnify, defend and hold harmless Seller and its parent company, their respective subsidiaries, affiliates, successors, and assigns and their respective directors, managers, officers, shareholders, members, employees and representatives from and against any and all losses, injuries, deaths, damages, liabilities, claims deficiencies, actions, judgments, interest, awards, penalties, fines, costs, fees (including import and export customs fees), or expenses (including, without limitation, reasonable attorney and professional fees and costs, and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers) (collectively, “Claims”) arising out of, resulting from or relating to the negligence or willful misconduct of Purchaser, its employees or agents or other persons utilizing the product with the permission of Purchaser (an “Invitee”), including but not limited to: (i) any misuse or modification of the products by Purchaser, its employees, agents or Invitees, (ii) any act (or failure to act) by Purchaser, its employees, agents or Invitees in contravention of any safety procedures or instructions that Seller provides to Purchaser, its employees, agents or Invitees, or (iii) the failure to store, install, operate, or maintain the products in accordance with instructions provided by Seller.
Sharrow Marine LLC
24400 Jefferson Ave
St Clair Shores, MI 48080
© 2023 Sharrow Marine LLC. All Rights Reserved.