Terms & Conditions

Franklin Empire Inc.

I. Sales Terms and Conditions

Seller (Franklin Empire Inc. or any of it’s divisions) accepts Purchaser’s order on the condition that Purchaser agrees to and is bound by the terms and conditions set forth below. All orders by Purchaser shall be subject to the following terms and conditions of the sale. Such agreement shall be accepted by the Purchaser accepting delivery of the shipment under such order or by Purchaser’s payment of the invoice of the order.



Effects of Terms and Conditions

The sale of the Goods described herein (the “Goods”) is subject to and governed solely by these terms and conditions and no terms or conditions of Purchaser’s purchase order, any agreement or any other understanding shall be binding on Seller or apply in any manner to the sale of such Goods. No specification, drawing, print or photograph prepared by Purchaser relating to Purchaser’s order shall be binding on Seller for any purpose unless signed by an authorized officer of Seller.


Terms of Payment

Unless otherwise specified, prices are quoted in Canadian dollars. Administrative fees at the rate of 2% per month will be charged on past due accounts (26.8% per annum). If Purchaser’s account is past due, in addition to other rights and remedies, Seller may suspend shipments, deliveries, services or any contract with Purchaser until Purchaser’s account becomes current or until Seller receives satisfactory security or cash prior to shipment. All costs of collecting any moneys due from Purchaser under the terms and provisions hereof, including but not limited to, legal expenses, legal interest, attorneys’ fees and collector’s expenses, shall be paid by Purchaser to Seller.

Taxes

Purchaser shall pay the amount of any taxes, duties and similar charges levied by any government authority in connection herewith. Such charges are not included in the price of the products or services and will be added to payments due to Seller. Purchaser agrees it will be responsible and shall indemnify Seller for all additional taxes or penalties from a taxing authority, and all legal expenses incurred by Seller due to incorrect taxing information furnished by Purchaser.

Delivery

Shipping dates are approximate only and Seller assumes no responsibility for delays. If Purchaser requires emergency deliveries or outside of normal business hours, any extra costs shall be borne by Purchaser. Delivery must be taken by Purchaser or adequate shipping instructions furnished to Seller within ten (10) days of notification that the Goods are ready for delivery, failing which the full purchase price shall forthwith become due and payable, and Seller may at its option, either store the Goods and bill Purchaser for storage charges or dispose of same for Purchaser’s account and risk at a public or private sale, or exercise such other rights and remedies as may be available to Seller in the circumstances.

Transportation Charges

All transportation charges and related expenses shall be the responsibility of Purchaser unless otherwise expressly agreed to by Seller in writing. If freight is allowed at Seller’s cost, Seller reserves the right to select the carrier of choice and the unloading of material and the point of destination shall be the sole responsibility of Purchaser. For all shipments, Seller responsibility ceases when the transportation company receives the material in good condition. The shipment must be checked upon Purchaser’s receipt for transportation damages, and if damaged, a claim must be made against the transportation company immediately and sufficient evidence provided to Seller.

Technical Data

All drawings, descriptive matter, weights, dimensions and performance data submitted with or made a part of Seller’s Order Acknowledgement are based upon information furnished by the Manufacturer in accordance with its requirements and Seller assumes no responsibility for the accuracy of such information.

Limited Warranty

Subject to the following, Seller warrants that the Goods sold by it hereunder will conform to specifications and applicable industry standards and title will be clear from any security interests or encumbrances. Seller shall ensure that Purchaser benefits from existing manufacturers’ warranties and in no event shall Seller’s warranty exceed the warranty given by manufacturers’ of the Goods including for any indemnification for intellectual property infringement. The sole obligation of Seller under such warranty shall be to replace or repair as deemed appropriate by manufacturer and provide assistance to Purchaser for any claim made to manufacturer of the Goods. THE ABOVE IS THE SOLE AND EXCLUSIVE WARRANTY, EXPRESS OR IMPLIED, PROVIDED BY Seller AND IS IN LIEU OF ALL OTHER WARRANTIES, OF ANY NATURE WHATSOEVER, CONTRACTUAL, LEGAL, STATUTORY OR OTHER, AND WHETHER FOR MERCHANTABILITY, QUALITY, FITNESS OR OTHERWISE.

Limitation of Liability

IN NO EVENT SHALL Seller BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR CONTINGENT DAMAGES OR COMMERCIAL LOSS OF ANY KIND (INCLUDING DAMAGES FOR LOSS OF PROFITS) ALLEGEDLY SUSTAINED BY PURCHASER.

Indemnity

Purchaser agrees to indemnify and hold Seller harmless with respect to any third party claims for personal injury (or death), property damage or other loss which claims are based upon defective or allegedly defective design, material or workmanship furnished by Seller

Governing Law and Exclusive Jurisdiction

The validity, interpretation, and performance hereof and of any and all purchase orders issued by Purchaser shall be governed by, construed and interpreted in accordance with the laws of the Canadian province where the products are delivered or shipped from or where the services are rendered. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the terms and conditions contained herein or to any and all purchase orders issued by Purchaser. Seller and Purchaser irrevocably submit and attorn to the exclusive jurisdiction of the courts in the Canadian province where the products are delivered or shipped from or where the services are rendered.

Force Majeure

For all purposes hereof, force majeure includes any act of God, war, mobilization, governmental regulation, strike, lockout, drought, flood, total or partial fire, obstruction of navigation, loss, damage or detention in transit, defective materials or delays by shippers, or other contingencies or causes beyond Seller’s control which might prevent the manufacture, shipment or delivery of Goods covered hereby. Performance of Seller’s obligations may be suspended pending force majeure, without Seller being responsible to Purchaser for any damages or losses resulting from such suspension.

II. Website use

All content on the site www.franklinempire.com is the property of Franklin Empire Inc. and is protected by international copyright laws. Unauthorized use of the materials may violate copyright, trademark or other laws. Franklin Empire Inc., nor its division’s trademarks may not be used without the express written permission of Franklin Empire Inc. FRANKLIN EMPIRE INC. DOES NOT WARRANT THAT ACCESS TO SUCH SITE WILL BE UNINTERRUPTED OR ERROR FREE. NO REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, ARE MADE REGARDING THE INFORMATION ON SUCH SITE. FRANKLIN EMPIRE INC. WILL HAVE NO LIABILITY (WHETHER DIRECT OR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL, OR FOR LOST SALES OR PROFITS OR OTHERWISE) BASED ON BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED AS TO THE POSSIBILITY OF SAME, WITH RESPECT TO THE INFORMATION, CONTENT OR OPERATION OF SUCH SITE. The foregoing is intended as a complete allocation of the risks between the parties relative to such site, and Purchaser hereby agrees that this limitation upon remedies will not have failed of its essential purpose.

Revisions and Errata

The materials appearing on this web site could include technical, typographical, or photographic errors. Franklin Empire. does not warrant that any of the materials on its web site are accurate, complete, or current. Franklin Empire may make changes to the materials contained on its web site at any time without notice. Franklin Empire does not, however, make any commitment to update the materials

Links to Third Party Sites

This Website may contain links to Sites owned or operated by parties other than Franklin Empire Inc.. Such links are provided for your reference only. Franklin Empire Inc. does not control outside Sites and is not responsible for their content nor their conformity to applicable laws

Products

This Website displays Products available for purchase in Canada, however not all Products are available at all times or in all regions. Products may be changed, substituted or discontinued at any time. Franklin Empire attempts to provide an accurate description of the Products available for sale, but does not warrant the accuracy, completeness, reliability or currency of such descriptions.

Privacy Policy

BY SUBMITTING PERSONAL INFORMATION TO FRANKLIN EMPIRE OR ITS AGENTS, YOU AGREE THAT WE MAY COLLECT, USE AND DISCLOSE SUCH PERSONAL INFORMATION IN ACCORDANCE WITH THIS PRIVACY POLICY AND AS PERMITTED OR REQUIRED BY LAW.

Franklin Empire will not trade, lease or sell your personal information to any third party unless we tell you about it and obtain your consent.

Franklin Empire will only retain personal information for as long as it is necessary to process related transactions, maintain appropriate financial and audit records and protect Franklin Empire legitimate commercial interests.

Entire Agreement

These terms and conditions contain the complete and exclusive understanding between the Seller and the Purchaser and no other agreements, understanding or proposal, written or oral, between the Seller and the Purchaser shall be binding unless agreed to in writing by the Parties. Any additional or conflicting terms in any document generated by the Purchaser will not operate as an acceptance unless such terms are agreed upon in writing by the Seller. These terms and conditions can only be amended by a writing signed by the Parties.