1. "As Is/Where Is". The equipment and goods referenced herein have been purchased by the buyer "AS IS" and WITH ALL FAULTS", "WHERE IS" present location, buyer to load unless otherwise agreed.
2. Disclaimer of Warranties. The sale of the equipment and/or goods referenced herein is made with the express understanding that THERE ARE NO WARRANTIES (EXCEPT AS TO TITLE), EITHER EXPRESS OR IMPLIED AS TO DESCRIPTION, QUALITY, CONDITION, MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR ANY OTHER MATTER. FURTHER, SELLER SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE DIRECTLY OR INDIRECTLY ARISING FROM THE PURCHASE, USE OR RESALE OF THE EQUIPMENT OR GOODS REFERENCED HEREIN OR FOR ANY CONSEQUENTIAL DAMAGES
3. Return of Goods. Seller shall not be responsible for the proper use and/or service of the equipment referenced herein, and buyer waives all right of refusal and/or the return of the equipment or goods referenced herein unless by previous agreement.
4. Non-reliance on Seller's Judgment. Buyer acknowledges that it has either examined or has had the opportunity to examine the equipment or goods referenced herein and further acknowledges that it did not rely upon seller's skill, judgment or representations regarding the condition of the equipment or goods. Further, buyer did not rely upon any representations, statements or any other assertions made by seller with respect to the condition, quality or nature of the equipment or goods referenced herein, but rather, buyer is relying solely upon its own judgment in the purchase of said equipment or goods.
5. Change in Price and/or Availability of Equipment/Goods. All prices and availability of the goods are subject to immediate change or withdrawal without prior notification.
6. Governing Law. This agreement shall be subject and governed by the laws of the State of Michigan, and this contract shall be deemed to have been made in the State of Michigan.
7. Entire Agreement. This agreement constitutes the entire agreement by and between the parties hereto and contains all the terms and conditions between said parties with respect to the subject matter hereof. Further, this agreement supersedes any and all other agreements, either oral or in writing, with respect to the subject matter hereof.
8. Indemnification. Buyer agrees to indemnify, hold harmless and defend seller from and against any and all claims, liabilities or lawsuits arising out of the use of, or in any way involving injury or accident occasioned by, said equipment. Said agreement includes, but is not limited to, the duty to indemnify, hold harmless and defend seller in any of the following situations: claims involving or alleging improper or negligent design, maintenance, construction, reconstruction, repair, alteration or modification of the equipment by seller, its agents or employees; claims involving or alleging breach of any implied warranty of merchantability, fitness for purpose, or safety of the equipment; claims involving allegations of failure, negligent or otherwise, on the part of the seller to equip said equipment with safety devices as required by federal, state, or local government statutes, rules or regulations, or as in customary in the trade; and claims involving or alleging negligence by seller, either alone or jointly with buyer or any other person, firm or organization. Buyer specifically agrees to indemnify, hold harmless and defend seller from any and all claims alleging negligence on the part of the seller and waives benefit of any laws, rules or regulations contrary to, or in limitation of, this agreement.
9. Machine Sold As Used. Buyer acknowledges that the goods covered by this quotation or invoice are used goods which were neither designed, modified nor manufactured by seller. As seller does not know of the specific application of the equipment by buyer, buyer acknowledges that it is buyer's responsibility to provide proper safety devices and equipment for the particular applicationor use intended by buyer, so as to protect the operator and others from harm, and to comply with all federal, state and local government laws, rules and regulations relating to safety standards and all industry safety standards prior to using or re-selling the goods in question.
10. Construction. In the context of this transaction, in the event that this document is construed as an offer, no acceptance of such offer shall be effective which varies the terms thereof, or proposes additional terms. Any such proposals shall be deemed to be rejected unless expressly approved in writing by a duly authorized representative of Enterprise Equipment Co., Inc.. In the event that this documents is construed as an acceptance, such acceptance shall be conditioned upon assent by offeror to any terms hereof which are additional to and/or different from the terms set forth in the offer; in such event, unless the offeror notifies Enterprise Equipment Co., Inc. in writing within ten (10) days from the date hereof of offeror's objection to such additional and/or different terms, offer will be deemed to have assented to such terms. Acceptance by the offeror of delivery of any machinery or equipment referred to herein without notice of objection as aforesaid will be deemed to constitute assent to such terms.