These Terms shall apply to the purchase and delivery of any and all Botkier good(s) and product(s) and may be amended from time to time. By breaking the seal of the packaging containing Botkier’s goods and products Customer expressly agree to be bound by these Terms.
CONDITIONS OF SALE
Goods and products included in the packaging are sold to Customer strictly for retail sale and under no circumstance: a) to resold to other retailers, and for international shipments, b) not imported back into the United States, nor c) otherwise sold in the United States, its territories and protectorates. Such actions will invalidate Customer’s license and authencity of the goods and products purchased in violation of controlling principals of intellectual property and United States Customs Service.
PRICES
The price payable by Customer will be the price Botkier sets forth in its Order Confirmation.
PAYMENT AND SETTLEMENT
Payment is due immediately upon receipt of Botkier’s good(s) and product(s), unless stated otherwise by Botkier. In case Customer doesn’t make payment(s) owed as set forth on the Order Confirmation and this Invoice Customer will have defaulted and breached this Agreement. Receipt of payment is deemed received upon its unconditional credited to Botkier’s account. For all amounts outstanding thirty (30) days the same will be subject to an interest charge of 2% per month and a $40 monthly administrative fee.
Money orders, Visa®, MasterCard®, American Express, certified bank cheques and duly taxed bills of exchange will be accepted by Botkier.
Title to any and all goods and products shipped to Customer by Botkier are hereby expressly, without reservation, retained by Botkier until all of Botkier’s outstanding invoices are satisfied in full by Customer. If several invoices are outstanding and Customer’s payment is not sufficient to discharge all outstanding invoices, the discharge shall be effected first invoice out is first satisfied, even if Customer paid expressly on a specific account.
Customer will indemnify Botkier against any and all costs, losses and expenses incurred by Botkier as a result of cancellation.
For all permitted returns Customer will be charged 25% of the invoice amount as a restocking fee.
Customer’s statutory right to set-off, if any, only applies to undisputed or judicially finally adjudged counter-claims. Any statutory rights of withholding by Customer, e.g. defective of goods, will only apply to said counter-claims which arise out of the same contractual relationship with Botkier.
SHIPMENT & DELIVEREY
Shipment, delivery, place of performance and payment is New York, New York. Risk of damage to or loss of goods passes to the Customer on delivery, FOB origin.
Where goods are supplied for export, Customer is responsible for complying with any and all import regulations and in the country of destination and for paying any import duties.
Date of delivery shall only be taken as an indication and subject to the availability of raw materials, conditions of shipping and transport and not guaranteed, time is not of the essence.
Terms of delivery shall only commence upon the Confirmation of Order’s receipt and any necessary domestic or foreign certificates have been acquired and/or produced by Customer.
Botkier’s obligation of delivery shall be subject to Botkier’s receipt of correct and timely deliveries from Botkier’s suppliers.
Customer is obligated to accept partial deliveries. Variations in size, weight and quality are permissible in accordance with the respective industry norms or, where such products are not covered by industry norms, in accordance with Botkier’s customary practices.
WARRANTY
Botkier’s goods and products may only be returned after Botkier issues a Return Authorization.
BOTKIER MAKES NO WARRANTIES WHATSOEVER. BOTKIER HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND/OR FITNESS FOR A PARTICULAR PURPOSE, AND/OR ANY IMPLIED WARRANTIES ARISING FROM ANY COURSE OF DEALING, USAGE, AND/OR TRADE PRACTICE.
LIABILITY
BOTKIER IS NOT LIABLE FOR LOSS OF PROFITS, USE, AND/OR ANY OTHER DIRECT, INCIDENTAL, CONSEQUENTIAL, AND/OR EXEMPLARY DAMAGES -- for any reason.
Any and all claims against Botkier – regardless of the legal reason – shall be barred and effectively waived six (6) months after discovery.
LICENSE
Botkier grants to Purchaser a limited right to use Botkier’s name in effecting the sale of Customer’s purchased Botkier good(s) and product(s). Reselling to other retailers or effecting the export and later importation and sale, directly or indirectly, in to the United States of any international order will void any license provided hereby. Customer acknowledges, agrees and warrants: Customer’s purchase of Botkier’s good(s) and product(s) is for Customer’s sole benefit and not the benefit or any third party nor re-importation into the United States.
Botkier retains all titles (including, without limitation intellectual property rights) and interest in any materials information and content not expressly granted licenses for herein and no implied rights or licenses are granted herein.
All rights not expressly granted herein are reserved, as such there are no implied rights in law or equity that may be applied to this License and issues stemming therefrom. BOTKIER® is a registered trademark of Botkier, Inc., © 2003-2008, all rights reserved.
GENERAL
Nothing herein will be deemed to create a joint venture, partnership, franchise or any other type of business association between the Parties.
No waiver, amendment or modification of these Terms shall be valid, enforceable or binding upon Botkier unless expressly agreed to in writing prior by Botkier.
Any notice shall be made via Federal Express, United Parcel Service, Certified Mail, Registered Mail, return receipt requested.
If any provision herein is invalid, illegal, or incapable of being enforced by reason of any rule of law, statute, regulation, or public policy, then the invalid, illegal or otherwise inappropriate part of such provision shall be deemed deleted, ab initio, and revised to the extent legally permissible to reflect the original intention of the parties and, to the extent reasonably possible, the remainder of such provision and all other provisions of this Agreement shall nevertheless remain in full force and effect. The same shall apply in case of gaps in the contract.
If Customer breaches a term hereof, or unsuccessfully brings action against Botkier, Customer shall pay the Botkier’s costs and expenses, including attorney’s fees.
Any and all claim(s) or cause of action arising out of or related to Botkier must be filed within six (6) months after such claim or cause of action arose or is forever barred, both at law and in equity.
Customer expressly agrees that any litigation concerning Botkier, its good(s) or products(s) shall be controlled by New York law without application of Conflict of Law provisions as well as venued in a Court in New York County, New York State. Copyright Botkier, Inc., 2003-2008 All Rights reserved.
