Terms and conditions
Terms and conditions of sale
- 1. APPLICATION OF TERMS AND CONDITIONS OF SALE
- 2. QUOTES; ORDERS; PAYMENT TERMS
- 3. PRODUCT AVAILABILITY
- 4. PRICES, SHIPPING AND HANDLING CHARGES AND APPLICABLE TAXES
- 5. RISK OF LOSS OR DAMAGE AND DELIVERY
- 6. RETURNS
- 7. LIMITED WARRANTY
- 8. EXCLUSION AND LIMITATION OF LIABILITY
- 9. FORCE MAJEURE
- 10. ARBITRATION, GOVERNING LAW AND JURISDICTION
- 11. EXPORT CONTROL
- 12. NOT FOR RESALE
- 13. COMMERCIAL AGREEMENT
- 14. NO ASSIGNMENT
- 15. SEVERABILITY
- 16. LANGUAGE
- 17. INTELLECTUAL PROPERTY
1. APPLICATION OF TERMS AND CONDITIONS OF SALE:
1.1 The following terms and conditions shall govern the order by Client (as defined hereunder) and the sale by Dupray Industries Inc. ("Dupray Industries" or "Seller") of any product made available by Dupray Industries (hereby collectively called the “Product”). Certain additional terms may accompany the Product and shall apply but in case of conflict the following Terms and Conditions shall prevail.
1.2 By ordering the Product, whether by placing an order by phone, on the Dupray Industries website (www.dupray.ca), in person or by any other mean, following a quotation or not, Client agrees that these Terms and Conditions of Sale (referred to as the “Terms and Conditions”) shall govern the contract between Dupray Industries and the Client and supersedes any other terms and conditions that may be provided by the Client. Dupray Industries’s failure to object to provisions contained in any communication from the Client shall not be deemed a waiver of the Terms and Conditions.
1.3 “Client” means any person or entity ordering products from Dupray Industries.
1.4 These Terms and Conditions of Sale supersede any pre-printed terms on Client's orders and any previous written or oral communications or representations by either party related to the Product or the terms and conditions and may not be amended by Client without prior written consent of Dupray Industries.
2. QUOTES; ORDERS; PAYMENT TERMS:
2.1 Subject to the terms contained in this section, any quotation provided by Dupray Industries will be valid for the duration stated in the quotation. If no duration is stated, such quotation will be valid for 48 hours.
2.2 Any order, to be valid, needs to be accompanied by a valid payment of the total sum of the value of the Product and shall be made by a pre-arranged method of payment acceptable to Dupray Industries, whether such order is made online on Dupray Industries’ website (www.dupray.ca) or to any Dupray Industries’ representative.
2.3 Dupray Industries reserves its rights to cancel the order at its sole discretion by reimbursing the sums paid by the Client. Dupray Industries shall not otherwise be liable to the Client for cancellation of such orders.
2.4 Notwithstanding the above, if Client is provided by an invoice by Dupray Industries, such invoice is due one month after the date of the invoice, any unpaid amount will bear interest at 1,5 % per month (19,56% per year) from the due date.
3. PRODUCT AVAILABILITY:
3.1 Product availability may be limited. Products ordered may not be available for immediate delivery. Dupray Industries reserves the right, without liability or prior notice, to revise or cease to make available the Product. If there are any revisions to or cessation of Products, Dupray Industries may, with Client’s consent, ship Products which have similar functionality and specifications to the Products originally ordered. Client will be given the opportunity to either reject or accept the substitute Product and price for the substitute Product which may differ from the price of the original Product.
4. PRICES, SHIPPING AND HANDLING CHARGES AND APPLICABLE TAXES:
4.1 Dupray Industries will to any location in world unless it is commercially unfeasible. Dupray Industries may be unable to ship to certain remote regions. Dupray Industries reserves the right to refuse or cancel orders where Dupray Industries has no commercially reasonable shipping option, and Dupray Industries shall not be liable to the Client for cancellation of such orders. In such a case, Dupray Industries will reimburse the sums already paid by the Client.
4.2 All of Dupray Industries’ steam machines are delivered for free in Canadian Provinces and the Continental USA. Delivery charges are applicable on accessories, brushes, detergents, carts, and the Steam Mop. Charges for shipping and handling, if applicable, will be shown separately on the invoice. Client is responsible for all sales, use, goods and services, harmonized sales, and other taxes associated with the order. If applicable, a separate charge for taxes and duty will be shown on Dupray Industries's invoice.
4.3 All orders received between Monday and Friday durring normal business hours are dealt with within 24-48hours. Orders received on weekends are dealt with the following Monday or Tuesday. Client understands that Dupray Industries cannot guarantee same day treatement.
4.4 All of our shipments are shipped with insurance at our cost.
4.5 You must be available 4-10 days for receiving of the shipment once your order is confirmed.
5. RISK OF LOSS OR DAMAGE AND DELIVERY
5.2 Title in the Product shall pass to Client once the Product has been fully paid. Risk of loss shall pass to Client “ex works” Dupray Industries premises.
5.3 Any delivery or shipment dates given by Dupray Industries are estimates only and Dupray Industries is not liable for any loss, damage, cost or expense for any failure to deliver in accordance with the given delivery or shipment date.
6.1 All sales are final but subject to the following return policy.
6.2 All sales purchased on a commercial lease through financing are final and the following return policy is not applicable.
6.3 Subject to the provisions below, if Client is unsatisfied with the Product, Client must notify Dupray Industries within 7 days from the date of delivery. The return will be subject to a 15% restocking fee. Returns must be shipped within the first 7 days from reception, the tracking number must be provided to a Dupray Industries representative immediately.
6.4 No Product may be returned unless previously agreed to by Dupray Industries. Client must properly complete a return form at www.dupray.ca/return in order to get a return authorization number. Client must provide the Name and Model of the Product and a description of the problem.
6.5 The Client is responsible for the costs of used brushes and accessories and any work required to restore the Product to an open box sellable condition. All fees will be deducted from the customer’s refund after all costs associated with the transaction have been calculated; including but not limited to accessories used, scratches, cosmetic damages, hose usage, and any other damages.
6.6 Product must be returned with all shipping and insurance charges pre-paid. The Client is responsible for the shipping costs for both original shipment and also return shipment. Client will not be reimbursed for such charges, except where Product is being returned because it is deemed defective by Dupray Industries.
6.7 All returns must be properly packaged to prevent damage during shipment. An explanation of the problem or damage and a proof of purchase must be submitted with the return.
6.8 The Machine must be received in an almost new and sellable condition
6.9 Client will be responsible for insurance of the merchandise (at his costs) because Dupray Industries will not be responsible for damages or loses during shipment.
7. LIMITED WARRANTY
7.1 For a period of twelve (12) months following the purchase of the Product (the “Warranty period”), if the Client has used the Product under normal use and in strict conformity with the instructions and/or manual of operations provided by Dupray Industries and with the recommended reagent and/or columns and discovers any defects in material or workmanship and notifies Dupray Industries in writing thereof during the Warranty period, Dupray Industries shall have the option to use reasonably commercial efforts to repair or replace that portion of the Product found by Dupray Industries to be defective in material or workmanship or refund the purchase price of the Product or replace the Product or a portion of same.
7.2 The Warranty period shall be of thirty-six (36) months on parts only, excluding accessories and shipping and handling costs.
7.3 The warranty is void:
- a) if the damages are as result of an accident, abuse, alteration, non authorized usage, a major force, or use of other electricity than that indicated on the Product;
- b) if the product was used with other substances besides water in the water chamber;
- c) if repairs, modifications, or alterations were done by a person not authorized by Dupray Industries;
- d) the owner or user neglected to do routine maintenance required and the damages or problems are directly related to such neglect. It is the Client’s responsibility to keep equipment in proper condition and to use exclusively Dupray Industries cleaning products as to not damage the internal components;
7.4 Notwithstanding sections 7.1 and 7.2, Dupray Industries offers a lifetime warranty on boilers, stainless steel casings and a lifetime support by telephone.
7.5 It is understood that certain parts of the equipment are not covered by the Dupray Industries warranty due to the fact they require replacement after multiple use. Such parts include, but are not limited to, buttons, hoses, seals, etc. These parts will eventually require replacement at the Client’s cost.
7.6 Dupray Industries makes no warranty or representation that the Product complies with any local laws, rules or regulations and Client shall be responsible for obtaining all permits or authorizations required by any regulatory body for installation or use of the Product.
7.7 DUPRAY INDUSTRIES MAKES NO OTHER WARRANTIES OR CONDITIONS AND THE WARRANTY STATEMENT IS IN LIEU OF ALL OTHER WARRANTIES, REPRESENTATIONS, PROMISES, OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. DUPRAY INDUSTRIES EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS NOT STATED HEREOF. ANY IMPLIED WARRANTIES AND CONDITIONS THAT MAY BE IMPOSED BY LAW ARE LIMITED IN DURATION TO THE WARRANTY PERIOD. DUPRAY INDUSTRIES'S LIABILITY FOR WARRANTY CLAIMS IS LIMITED TO REPAIR OR REPLACEMENT AS SET FORTH HEREOF.
7.8 The Client represents that it shall strictly comply with the operation instructions or manual provided by Dupray Industries in relation with the Product. FAILURE TO DO SO SHALL EXONERATE DUPRAY INDUSTRIES FROM ANY WARRANTY AND LIABILITY WHATSOEVER.
7.9 This warranty is to beneﬁt the original purchaser of the product. The warranty is not transferable beyond the original purchaser.
8. EXCLUSION AND LIMITATION OF LIABILITY
FOR ANY BREACH OF THESE TERMS AND CONDITIONS, DUPRAY INDUSTRIES'S, OR ITS EMPLOYEES, AGENTS, DIRECTORS, OFFICERS, SUBCONTRACTORS OR SUPPLIERS, SOLE AND EXCLUSIVE MAXIMUM LIABILITY SHALL NOT IN ANY EVENT EXCEED THE TOTAL PRICE OF THE PRODUCT PAID BY CLIENT. IN NO EVENT WILL DUPRAY INDUSTRIES BE LIABLE TO THE CLIENT FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL DAMAGES, INJURY TO PERSON OR PROPERTY, OR ECONOMIC LOSS (INCLUDING BUT NOT LIMITED TO LOSS OF EXPENDITURES, INVESTMENTS, COMMITMENTS OR LOST PROFITS) ARISING FROM ANY CLAIM OR ACTION, INCIDENTAL OR COLLATERAL TO, OR DIRECTLY OR INDIRECTLY RELATED TO THE PURCHASE OR LICENCE OF THE PRODUCT HEREUNDER.
9. 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 contingences 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 Client for any damages or losses resulting from such suspension.
10. ARBITRATION, GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be strictly and exclusively construed in accordance with the laws of the Province of Quebec and the laws of Canada applicable therein without regard to principles of conflict of law and specifically excluding the provisions of the 1980 UN Convention on Contracts for the International Sales of Goods. Without limiting the foregoing, Client irrevocably and unconditionally agrees that any suit, action, or other legal proceeding arising out of or relating to these Terms and Conditions or any transaction hereunder must be decided by binding arbitration in accordance with the Rules of the Canadian Arbitration Association and any such arbitration proceedings shall be brought and held in Quebec, CANADA. The decisions of the arbitrators shall be binding and conclusive upon all parties involved and judgment upon any award of the arbitrators may be entered by any court having competent jurisdiction. This provision shall be specifically enforceable in any court of competent jurisdiction.
In case arbitration shall be impracticable then any suit, action, or other legal proceeding arising out of or relating to these Terms and Conditions or any transaction hereunder must brought to the tribunals of the District of Montreal, Province of Quebec, Client consents to the exclusive jurisdiction of such court in any such suit, action or proceeding ; Client waives any objection to the laying of the venue of any such suit, action or proceeding in any such courts; and Client waives any right that it may have to assert the defence of forum non-conveniens in any such suit, action or proceeding.
11. EXPORT CONTROL
By accepting this agreement you confirm that you are not located in (or a national resident of) any country under Canadian or U.S. Economic embargo or sanction, not identified on any U.S. Department of Commerce Denied Persons List, Entity List of proliferation concern or Canadian equivalent, on the US State Department Debarred Parties List or Treasury Department Designated Nationals exclusion list or any Canadian equivalent, and not directly or indirectly involved in the financing, commission or support of terrorist activities or in the development or production of nuclear, chemical, biological weapons or in missile technology programs as specified in the U.S. Export Administration Regulations (15 CRF 744) and hardware, software, technology, or services may not be exported, re-exported, transferred or downloaded to any such entity.
12. NOT FOR RESALE
Client agrees and represents that it is buying the Product for its own internal use and not for resale. Client undertakes not to proceed to any type of reverse engineering on the Product or to copy the Product in any way. Client undertakes not to sell, transfer or assign in any way the Product to other manufacturers or distributors of devices or software similar to the Product.
13. COMMERCIAL AGREEMENT
Client hereby declares that he purchases the Product for the carrying on of an enterprise and consequently that the Product is in no way intended for personal use. Both parties declare that this agreement constitutes a commercial agreement between the parties.
14. NO ASSIGNMENT
Client may not assign its rights or obligations under this Agreement without the express written consent of Dupray Industries.
If any provision or provisions of these Terms and Conditions be held to be invalid, illegal or unenforceable, such provision shall be enforced to the fullest extent permitted by applicable law, and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
The Parties hereto have expressly required that these Terms and Conditions be drafted in the English language only. Les parties aux présentes ont expressément exigé que ces termes et conditions soient rédigés en langue anglaise seulement.
17. INTELLECTUAL PROPERTY
17.1 Client agrees that any invention, patent, industrial design, copyrightable document or object as well as any technical, scientific, marketing or commercial know-how or trade secret relating to the Product, including but not limited to any inventions, patents, copyright and industrial design (hereinafter described as the "Industrial Property") is the exclusive property of Dupray Industries.
17.2 Client recognizes and acknowledges that all the trademarks applied on or otherwise used in relation to the Product, whether registered or not (the “Trademarks”), are the exclusive properties of Dupray Industries.
17.3 Client will not take any action which might invalidate any such Trademark or any registration thereof, impair any rights of Dupray Industries or create any rights adverse to those of Dupray Industries. Without limiting the foregoing, Client shall not, during the course of this Agreement and thereafter, adopt, use, register or seek to register in any class in any country or territory, any trademark which includes or is confusingly similar to any of the Trademarks.
Copyright © 2009 Dupray Industries, Inc.All Rights Reserved.
Dupray Industries is a registered trademark of Dupray Industries, Inc.