Terms of Sale

Applicability

These Terms are the only terms which govern the sale of the goods ("Goods") by Seller to Buyer. The accompanying invoice or confirmation of sale (the "Sales Confirmation") and these Terms (collectively, this "Agreement") comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.

These Terms prevail over any of Buyer's general terms and conditions of purchase regardless of whether or when Buyer has submitted its purchase order or such terms. Fulfillment of Buyer's order does not constitute acceptance of any of Buyer's terms and conditions and does not serve to modify or amend these Terms.

Orders & Acceptance

All orders are subject to acceptance by Seller. Your receipt of an electronic or other form of order confirmation does not signify our acceptance of your order, nor does it constitute confirmation of our offer to sell. EagleMeiX reserves the right at any time after receipt of your order to accept or decline your order for any reason.

Orders for custom-configured or special-order equipment are non-cancellable once production has commenced or materials have been procured.

Prices & Payment Terms

Prices are subject to change without notice. The price charged for the Goods will be the price in effect at the time the order is placed. Prices are exclusive of all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any governmental authority on any amounts payable by Buyer.

Payment Terms: Unless otherwise agreed in writing:

• 100% payment is required prior to shipment for all machine orders.
• Net 30 terms may be available for approved commercial accounts for parts and consumables, subject to credit approval.
• We accept major credit cards (Visa, MasterCard, American Express), wire transfer, and ACH. Credit card payments for orders over $5,000 may incur a 3% processing fee.

Buyer shall pay interest on all late payments at the lesser of the rate of 1.5% per month or the highest rate permissible under applicable law.

Shipping & Delivery

Unless otherwise agreed in writing, all shipments are made FOB (Free on Board) Seller's warehouse (Torrance, CA). Risk of loss and title pass to Buyer upon Seller's delivery of the Goods to the carrier.

Seller may, in its sole discretion, without liability or penalty, make partial shipments of Goods to Buyer. Each partial shipment will constitute a separate sale, and Buyer shall pay for the units shipped whether such shipment is in whole or partial fulfillment of Buyer's order.

Inspection & Acceptance

Buyer shall inspect the Goods immediately upon receipt. It is Buyer's responsibility to note any visible shipping damage on the carrier's delivery receipt before the driver leaves. Failure to note damage constitutes acceptance of the Goods in "as-is" condition regarding transport damage.

Returns & Refunds

Due to the specialized nature of commercial food processing equipment and sanitation requirements, returns are subject to the following strict conditions:

Limited Warranty

Seller warrants to the original Buyer that for a period of one (1) year from the date of shipment ("Warranty Period"), the Goods will be free from material defects in material and workmanship.

Exclusive Remedy: Seller's sole liability and Buyer's sole remedy for any breach of this warranty shall be, at Seller's option, to (a) repair or replace the defective Goods, or (b) refund the purchase price of the defective Goods.

EXCEPT FOR THE WARRANTY SET FORTH ABOVE, SELLER MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE GOODS, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

Limitation of Liability

IN NO EVENT SHALL SELLER BE LIABLE TO BUYER OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT, OR FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL SELLER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL OF THE AMOUNTS PAID TO SELLER FOR THE GOODS SOLD HEREUNDER.

Compliance with Laws

Buyer shall comply with all applicable laws, regulations, and ordinances. Buyer shall maintain in effect all the licenses, permissions, authorizations, consents, and permits that it needs to carry out its obligations under this Agreement. Buyer shall comply with all export and import laws of all countries involved in the sale of the Goods under this Agreement or any resale of the Goods by Buyer.

Force Majeure

Seller shall not be liable or responsible to Buyer, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Seller including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion, or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.

Governing Law and Jurisdiction

All matters arising out of or relating to this Agreement are governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or relating to this Agreement shall be instituted in the federal courts of the United States of America or the courts of the State of California in each case located in the County of Los Angeles, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

Contact Us

If you have any questions regarding these Terms of Sale or a specific order, please contact our Customer Service department: