Chauvet & Sons, Inc. Terms and Conditions Of Sale

1. Shipment Hours. All orders shipping from the Sunrise, Florida location coincide with the normal operations hours determined by that facility and are subject to change. These hours are currently 9:00 AM - 3:00 PM EDT Monday through Friday with the exclusion of recognized holidays. Orders placed outside of these stated hours will be processed the following business day.
2. General. Your purchase of parts ("Products") from Chauvet & Sons, Inc., d/b/a Chauvet Lighting ("Chauvet") is subject to these Terms and Conditions of Sale ("Terms"). By submitting an order for Products or accepting delivery of Products, in whole or in part, you agree to all of these Terms. Any change to these Terms must be in a writing signed by both an executive officer of Chauvet and by you. All sales are final. Any returns approved by Chauvet are subject to a restocking fee (other than approved warranty returns).
3. Conflicts. In the event of any conflict between a provision in Chauvet's written quotation, order confirmation or other document provided to customer and a provision in these Terms, the provision in the written quotation, order confirmation or other document shall govern. If any provision in Chauvet's order confirmation or other document provided to customer revises any provision of these Terms, Chauvet's quotation or customer's order, customer shall be deemed to have accepted the revised provision and such revised provision shall be binding upon customer unless customer notifies Chauvet, in writing, within 5 days after customer's receipt of such order confirmation or other document.
4. Taxes. Unless otherwise stated on this Site, all prices exclude any and all sales, use, excise, value added or other taxes or duties imposed by any governmental authority and any freight charges, all of which are your sole responsibility.
5. Delivery Date. Delivery dates provided by Chauvet are estimates only. Chauvet shall use reasonable commercial efforts to deliver in accordance with such dates, provided, however, Chauvet shall not be responsible or liable for any delivery delays.
6. Payments. If any payment is cancelled or reversed by you or otherwise not received from you when due, (i) interest shall accrue on such payment, from the due date thereof until payment is made, at the highest rate permitted by applicable law and (ii) in addition and without prejudice to any other legal rights and remedies then available to Chauvet, whether under these Terms or otherwise, Chauvet shall have the right to suspend any and all other Product shipments to you until such time as you have cured the payment default. In addition, you agree to pay to Chauvet all of Chauvet's costs of collection and enforcing the provisions of these Terms (including, without, limitation, attorneys' fees and other costs of collection).
7. Warranty. EXCEPT AS OTHERWISE PROVIDED IN CHAUVET'S STANDARD LIMITED WARRANTY, ALL PRODUCTS SOLD BY CHAUVET TO YOU ARE SOLD "AS IS" WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE EXPRESSLY AND SPECIFICALLY DISCLAIMED BY CHAUVET.
8. Indemnification. You agree to indemnify and hold harmless Chauvet and its affiliates, and their respective officers, directors, owners, employees, agents and customers against any and all liabilities, losses, damages and expenses (including, but not limited to, attorneys' fees and expenses, court costs and costs of appeal) incurred by any of them as a result of any claim (including any action or proceeding based thereon) by a third party arising out of, or relating to any damage or injury (including death) to persons or property arising out of or resulting from the usage of Products that have been (i) misused, mishandled, damaged or subjected to abnormal environmental stresses by you, your subsidiaries or affiliates or your or their respective agents, or (ii) modified, repaired or serviced by you, your subsidiaries or affiliates or your or their respective agents or any party authorized by you, your subsidiaries or affiliates or your or their respective agents that has not been authorized, in writing, by Chauvet.
9. Force Majeure. Chauvet shall not be responsible or liable for any failure to perform caused by events or circumstances beyond Chauvet's control, including, but not limited to, acts of nature, strikes, energy or material shortages, acts of civil or military authorities, epidemics, wars, riots, shipping company delays, delays in clearing customs or otherwise related to approvals by governmental or regulatory authorities.
10. Governing Law; Choice of Forum. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. Any and all litigation concerning or arising out of this Agreement shall be brought in the state or federal courts in Broward County, Florida. THE PARTIES EACH IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT TO A JURY TRIAL WITH RESPECT TO ANY CLAIMS OR DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT.
11. Limitation of Damages. Chauvet shall not be responsible or liable to you under these Terms or otherwise for indirect, special, punitive, treble or consequential damages (including, without limitation, loss profits or lost business opportunities) arising out of or in connection with any Products ordered by or delivered to you or your customers or the performance of any of Chauvet's obligations under these Terms or any order or other document between Chauvet and you.
12. Miscellaneous. These Terms constitute the entire agreement between Chauvet and you with respect to the subject matter hereof and supersedes all prior and contemporaneous negotiations, understandings, representations and agreements, whether written or verbal. Any waiver of any provision of these Terms shall be valid and effective only in the specific instance and for the specific purpose for which it is given and shall not be deemed continuing or construed as a waiver of any other provision of these Terms. If any provision of these Terms shall be held invalid, illegal or unenforceable by any court of competent jurisdiction, such provision shall be modified to the extent required by law to render it valid, legal and enforceable, and consistent, as nearly as possible, with the intent of these Terms and such invalidity, illegality or unenforceability shall not render invalid, illegal or unenforceable the remaining provisions of these Terms. These Terms shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns, provided, however, you may not assign any of your rights, or delegate any of your obligations, under these Terms, without the prior written consent of Chauvet, which consent may be granted or withheld by Chauvet in its sole and absolute discretion.