RodentPro.com Terms and Conditions of Sale
General: Purchase of feeder animals and other products (the “Goods”) from RodentPro.com is made specifically subject to the terms and conditions contained herein (the “Terms and Conditions”), and Purchaser accepts said Terms and Conditions by requesting a quote, placing a purchase order, requesting shipment, or otherwise acquiring the Goods. Seller expressly limits Purchaser’s acceptance to the terms of this Agreement, including these Terms and Conditions. The Goods covered by this Agreement are offered by Seller based upon information supplied by Purchaser. The ultimate performance of the Goods will depend upon the use of the Goods by Purchaser.
This Agreement, including these Terms and Conditions, is intended by Purchaser and Seller to be (a) a final expression of their agreement, and (b) a complete and exclusive statement of the terms of the agreement. No course of prior dealings between the parties, and no usage of trade shall be relevant to amend, supplement, explain or vary any of the terms set out herein. No representations, understandings or agreements have been made or relied upon other than those specifically set forth herein. IN THE CASE OF CONFLICT BETWEEN THIS AGREEMENT AND ANY OTHER DOCUMENTATION SUPPLIED BY PURCHASER, INCLUDING, BUT NOT LIMITED TO, A PURCHASE ORDER OR CONTRACT, THE CONTENTS, TERMS AND CONDITIONS OF THIS AGREEMENT SHALL PREVAIL. The Terms and Conditions of this Agreement may be modified only when the modification is agreed to, in writing, by both parties hereto. This Agreement shall inure to the benefit of and be binding upon both Purchaser and Seller, their legal representatives, successors and assigns, except as limited hereinbelow.
Shipping: All shipments: Freight on buyer / Evansville. All frozen shipments are packaged in insulated boxes and dry ice is used to guarantee frozen delivery. Our courier of choice will be FedEx. The cost for all shipments depends on the weight of the entire shipment and your location and must therefore be calculated by us and paid for in advance. We do ship to Alaska and Hawaii but we are not able to ship to Puerto Rico, Canada or the U.S. Virgin Islands.
Payment: All orders are to be paid in advance via Visa, MasterCard, American Express, Discover, cashiers check or money order payable to RodentPro.com®. When mailing a payment please send to:
P.O. Box 118
Inglefield, IN 47618-9998
PayPal payments are also accepted and should be directed to us at firstname.lastname@example.org. C.O.D.'s are not accepted. Payments from zoos and other recognized institutions shall be net 30 days or pursuant to the terms of a separate credit agreement. Large standing orders for zoos and institutions can be bid with freight to your facility included in the price. Purchaser shall assume, in addition to the purchase price, all shipping and handling charges and all taxes, however designated, levied or based on such price of the Goods or on this Agreement, including, but not limited to, state and local sales, use, privilege or excise taxes based on gross revenue, and any taxes or amounts in lieu thereof paid or payable by Seller in respect of the foregoing, exclusive, however, of taxes on net income.
Security Interest: Purchaser hereby grants to Seller a purchase money security interest in the Goods to secure payment of the purchase price, and any and all other sums due and owing from the Purchaser to Seller. Purchaser authorizes Seller to file financing statements in necessary jurisdictions and represents that no third party has a prior security interest in the Goods. Purchaser shall not sell, transfer, pledge, mortgage, lease or otherwise encumber the Goods sold hereunder until Seller is fully paid the purchase price, and any and all other sums due and owing from the Purchaser to Seller.
Risk of Loss: Purchaser assumes all risk of loss or damage upon delivery of the Goods to the Purchaser.
Default by Purchaser: In the event Purchaser fails to uphold its obligations hereunder or if a petition in bankruptcy is filed by or against Purchaser prior to payment of the purchase price, and any and all other sums due and owing from the Purchaser to Seller, Seller, in addition to any and all other remedies available at law or in equity, may repossess the Goods without notice; and Purchaser agrees to pay Seller’s costs and expenses of collection and or repossession, including attorney’s fees.
Attorneys’ Fees: In the event of any dispute, arbitration or litigation between the parties hereto involving this Agreement or the respective rights of the parties hereunder, the party who is unsuccessful shall pay to the successful party reasonable attorneys’ fees, court costs and expenses of such dispute, arbitration, or litigation incurred by such successful party.
Warranties: BUYER ACKNOWLEDGES IT HAS HAD THE OPPORTUNITY TO FULLY INSPECT THE GOODS. ACCORDINGLY, BUYER ACKNOWLEDGES THAT THE GOODS ARE BEING SOLD IN “AS IS/WHERE IS” CONDITION AND WITH ALL FAULTS. EXCEPT AS OTHERWISE PROVIDED HEREIN, THERE ARE NO EXPRESS WARRANTIES WITH RESPECT TO THE GOODS, AND ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY KDDK376918 ARE LIKEWISE HEREBY EXPRESSLY AND FULLY DISCLAIMED. If a warranty is provided by the Seller, said warranty shall not cover damage caused by fire, lightning, exposure to excessive moisture, abuse, misuse or any other cause not due to inherent defects or faulty workmanship. Additionally, said warranty shall not apply (i) when the Goods has been misused; or (iii) when the Goods have been damaged through negligence of the Purchaser or other persons. Seller shall not be held liable for special, indirect, incidental or consequential damages of any nature with respect to the Goods (including, without limitation, loss or damage to persons or property resulting from use of the Goods).
Force Majeure: Seller shall have no liability or obligation to Purchaser of any kind, including, but not limited to, any
obligation to deliver Goods and/or provide services, arising from any delay or failure to perform all or any part of this
Agreement as a result of causes, conduct or occurrences beyond Seller’s reasonable control, including, but not limited to,
commercial impracticability, fire, weather, flood, act of war, terrorism, civil disorder or disobedience, act of public enemies, problems associated with transportation (including car or truck shortages), acts or failure to act of any state, federal or foreign governmental or regulatory authorities, labor disputes, strikes, or failure of suppliers to make timely deliveries of materials, goods or services to Seller.
Indemnification: TO THE FULLEST EXTENT PERMITTED BY LAW, PURCHASER SHALL DEFEND, INDEMNIFY
AND HOLD SELLER HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, SUBROGATION CLAIMS BY
PURCHASER’S INSURERS, CAUSES OF ACTION, CONTROVERSIES, LIABILITIES, FINES, REGULATORY
ACTIONS, SEIZURES OF GOODS, LOSSES, COSTS, EXPENSES (INCLUDING, BUT NOT LIMITED TO
ATTORNEYS’ FEES, EXPERT WITNESS EXPENSES AND LITIGATION EXPENSES) ARISING FROM OR IN
CONNECTION WITH ANY INJURY, DEATH, LOSS, PROPERTY DAMAGE, OR ANY OTHER CLAIM, WHETHER IN
TORT, CONTRACT, OR OTHERWISE, RELATING TO THIS AGREEMENT, THE BUSINESS RELATIONSHIP
BETWEEN THE PARTIES, THE GOODS AND/OR SERVICES PROVIDED HEREUNDER, PURCHASER’S USE,
MODIFICATION OR ALTERATION OF THE GOODS, OR PURCHASER’S BREACH OF THIS AGREEMENT.
Notwithstanding the foregoing, Purchaser has no indemnity obligation to Sellerwith respect to any claims that result solely from the negligence of Seller and this indemnity provision does not purport to indemnify Seller solely for its own negligence. Purchaser, for itself and its insurers, expressly waives any and all limitations or liability caps, if any, on Purchaser’s indemnity to Seller arising from any applicable workers compensation or disability acts in the event of the personal injury or death of Purchaser’s employees, representatives or servants.
Assignment: The rights and obligations of Purchaser under this Agreement shall not be assignable unless consent to the
assignment is in writing and signed by Seller.
Applicable Law/Venue: This agreement shall be governed by and construed in accordance with the laws of the state of Indiana without regard to conflict of laws principles. Venue for any legal action in connection with this Agreement shall be the State of Indiana, County of Vanderburgh and each party hereto, by execution of this Agreement or acceptance of the Goods, consents to the exclusive exercise of jurisdiction and venue over any matter arising in connection with this Agreement in any state or federal court located therein.
Waiver: Seller’s waiver of any breach, or failure to enforce any of these Terms and Conditions, shall not be deemed to affect, limit or waive Seller’s right thereafter to require strict compliance with these Terms and Conditions.
Interpretation: As used in this Agreement, the plural shall be substituted for the singular, and the singular for the plural, whereappropriate; and words and pronouns of any gender shall be meant to include any other gender or entity. The subject headings herein have been placed and arranged for convenience and shall not be considered in any question of interpretation of this Agreement. In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be unenforceable, such provision shall be enforced to the fullest extent permissible and the remaining portion of this Agreement shall remain in full force and effect.