Terms of Purchase for Rand Boats USA LLC
Version 1 September 24th, 2020
Article 1. Preface
1.1 The following terms of purchase (“Terms”) shall apply for all sales and deliveries from Rand Boats USA LLC, (“RB”) to the Buyer (“Buyer”) saved as varied by express written agreement accepted by RB.
Article 2. Formation of contract
2.1 Upon communication between RB and the Buyer, RB will send to the Buyer a quote in writing, stipulating the details of the order and conditions for the payment schedule by the Buyer’s transfer ring of the first payment stated on the offer a binding contract shall be deemed to have be entered into by the Buyer and RB,on the terms set out in the offer by RB,which contract shall be governed by these Terms.
Article 3. Prices
3.1 Unless otherwise explicitly agreed in writing,all prices are based on the purchased boat being delivered in Miami, FL excluding state sales taxes, title and registration fees.Until the point when the first payment has been made, and the contract formed according to article 2.1, RB reserves the rights to make any changes to prices disclosed through official MSRP lists, or other forms of verbal or written communication.
Article 4. Delivery
Unless otherwise explicitly agreed in writing, delivery is made in Miami, FL. Any upon delivery date shall be understood as an estimate. RB makes no guarantee of delivery on the specific date, is not responsible or liable for any delays unless caused by RB’s gross negligence or will full misconduct. Delivery time is subject to external factors incl.but not limited to the availability of raw materials, spare parts, skilled labor and force majeureconditions on which RB has no direct influence that prevents RB from complying with the agreed delivery time.
Delivery is subject to full and timely payment of the purchase price as stipulated in the written communication sent from RB to the Buyer unless a written agreement to the contrary has been made.
If the Buyer fails to take delivery of the products or fails to give RB adequate instructions at the time stated for delivery then,without prejudice to any other right or remedy available to RB, RB may store the products until actual delivery and charge the Buyer for the costs of storage, including insurance. Express written communication must be given by RB that the boat has been approved and declared ready for delivery, before it can be picked up by the Buyer.
Article 5. Packaging and shipment
5.1 At the Buyer’s written request,and at the Buyer’s own account and risk, packaging and shipment may be carried out by RB. Shipping insurance may also be made at the Buyer’s account upon written the Buyer’s request. RB is
not responsible for any delay, damage, miscarriage, or other irregularities that may occur during shipment.
Article 6. Payment
Unless otherwise explicitly agreed in writing, payment(s) of purchase price shall be made according to the details set out in the offer. Once payment has been received by RB an order confirmation shall be sent to the Buyer confirming the receipt of payment,and outlining the estimated delivery time, as well the due date for final payment(s).Upon receipt of final payment, a final in voice shall be sent to the Buyer as confirmation that the product has been fully paid.
The items listed in the order confirmation reflect show the boat will be produced, and it is the responsibility of the Buyer to validate the content of both offer and order confirmations and notify RB immediately upon receipt in case any items contained in the documents do not correspond to the agreement made with RB.
If the Buyer fails to make the final payment RB may, in addition to any other remedies available to RB, suspend all performance until the Buyer has so complied. Title to the product shall remain with RB until total and final payment has been made, including any interest and or expenses. Without limiting the foregoing, RB may exercise right of retention pursuant to any prevailing law.
In case of delay with any payment RB is entitled to charge interest at the rate of 2% of the invoiced amount per each beginning month.
Transfer of funds shall be made in accordance with normal and customary practices of the trade and as instructed by RB’s written communication, provided that the funds shall be put at RB’s free disposal in the country of RB principal place of business, free and clear of any encumbrances, levies, bank charges or fees of any nature whatsoever. The Buyer shall pay RB the purchase price without any set offs or counterclaims whatsoever.
In case the Buyer undertakes to buy the product without state sales taxes and fees but does not comply with applicable rule son sales tax the Buyer is liable for any sales tax charged to RB as well as any costs related here to incurred by RB.
Article 7. Change of items
7.1 RB reserves the right at its own account to change items both on standard equipment,and on selected extra equipment stated in the offer without giving notice so long as the item is replaced with an item of similar or higher quality.
Article 8. Speed, battery range, sailing distance, etc.
8.1 As part of RB’s sales and marketing materials, information is made available to the Buyer indicating capabilities of boats delivered by RB including but not limited to planing speed,top speed, engine output, battery range and sailing distance.The information is based on a combination of actual tests and calculations performed by RBs naval engineers and is to be under stood by the Buyer as indications. Planing speed, top speed,engine output, battery range and sailing distance are subject to arrange of factors incl. but not limited to local sea and weather conditions,load,choice of extra equipment,number and weight of passengers, variations in spare parts etc.,which will affect the boats performance. RB makes no guarantee that given speed levels, engine outputs, battery ranges or sailing distances can be attained, and cannot be held liable in anyway legally or financially for variations to these compared to the information indicated in sales and marketing materials.
Article 9. No right of return or withdrawal
9.1 Unless otherwise expressly agreed in writing RB gives no right of return on products which have been contracted.
Article 10. Lack of conformity
A Buyer, who is a consumer, has certain minimum statutory rights regarding defective products,product liability, delay, and remedies for breach of contract.These rights are not affected by these terms.
RB will deliver the product to the Buyer as specified in the order confirmation and warrants that the product will be free from defects in design, materials, and workmanship. This shall also extend to any repairs, replacements of defective parts during the warranty period. The warranty period is 24 months after delivery except for heavy commercial use such as boat rentals, chartering etc., in which case the warranty period is limited to 12 months. The warranty period for repairs or replacement parts is 12 months from the date of repair or replacement,however,not less than the term for the original product as per above.
RB shall at its option repair, replace or, refund the price of any item of the product found to be defective during the warranty period. This is the Buyer’s sole and exclusive remedy for products which do not meet the mechanical specification or any other specification in the order confirmation. Upon receipt of the product the Buyer is obliged to thoroughly inspect the product. Any notice of a claimed defect shall be made in writing with a detailed description of the claimed defect promptly after the appearance there of and no later than 14 calendar days after the Buyer discovered or ought to have discovered the claimed defect. If this procedure is not followed this may at RB’s discretion be considered awaiver of the Buyer’s right to have the defect remedied.
RB shall have no responsibility for damage caused the product by (1) ordinary wear and tear, (2) circumstances beyond RB’s control, or(3) unintended use, misuse, abuse,or improper storage, installation, maintenance, service, operation or repairs by the Buyer or by persons not under RB’S supervision. Unless RB decides otherwise any repair or replacement work will be carried out at RB’s service department of choice.
Unless otherwise specified, the Buyer shall bear the cost and risk of loss of or damage to defective products in shipment to RB and in shipment to the Buyer of repaired or replaced products. Any defective parts which are replaced by RB’s hall there upon become RB’S property.
RB MAKES NO OTHER WARRANTIES EXCEPT THOSE EXPLICITLY CONTAINED HEREIN AND IN THE
ORDER CONFIRMATION. RB DISCLAIMS ANY IMPLIED WARRANTIES, WHETHER OF MECHANTABILITY,
Article 11. Liability
The Buyer’s sole remedies for delays in delivery of the product, defective products and all other breaches of RB’s obligations areas stated here in.If RB incurs liability towards a third party that exceeds the limitations contained herein, the Buyer shall indemnify RB to the extent that the liability of RB is limited herein. RB is under no circumstances liable for indirect, special, consequential or incidental damages or losses, including but not limited to operating losses, loss of profits, loss of time, potential income from chartering, leasing of boat, passenger transportation, cargo transportation, whether claimed in contract,warranty,product liability,tort (including negligence) or otherwise.RB’s liability is maximized to an amount equal to the purchase price received by RB from the Buyer for the product in question.
Subject to Section 9.1 in these terms,RB shall only be liable for damage to property and personal injuries (product liability) caused as a consequence of defects in the products delivered to the extent that such defect a rose due to RB’s errors or omissions that could not have been discovered by the Buyer’s inspection.
RB is not in any event liable for any product liability claimed by the Buyer or a third party save as covered under RB’s product liability insurance policy. If RB incurs product liability towards a third party, the Buyer shall indemnify RB to
the extent that the liability of RB is limited herein.
Article 12. Force majeure
12.1 RB shall have no liability for failure in performance of RB’s obligations, when such failure in performance result from force majeure events affecting RB or RB’s contractors, including without limitation, embargo on exports or imports, natural disasters or adverse weather conditions, fire, failure of machinery, labor shortage, health epidemics, scarcity of raw materials or energy or other events beyond the reasonable control of RB that prevents RB from performing its obligations.
Article 13. Reservations and information
Illustrations, specifications and data in RB’s catalogue and other printed material are subject to alteration and RB reserves the right to make changes without prior notice.
Any descriptive data found in any advertisement, catalogues, brochures, circulars, or the like are approximate only. They shall not be considered as any warranty or legal obligation of RB unless specifically included in the order confirmation as such.
All illustrations, drawings, and technical documentation, as well as any other intellectual property rights relating to the products or its manufacture shall remain the property of RB.
Article 14. Governing Law and Jurisdiction
This agreement is governed by the laws of the state of Florida and each party agrees to submit to the exclusive jurisdiction of, and venue in, the courts of Miami or Dade County in Florida in any dispute arising out of or relating to this agreement.
Rand Boats USA LLC