Terms of Sale

1. Applicable Terms and Conditions

These Terms and Conditions of Sale establish the rights, obligations, and remedies of PowerJet Parts, Inc. (“PJP”) and the Buyer. They apply to any order issued by Buyer for the purchase of PJP goods or services unless PJP and Buyer have signed a separate written purchase agreement covering the specific goods.

PJP’s acceptance of Buyer’s order is expressly conditioned on Buyer’s agreement to these Terms. No additional or different terms contained in Buyer’s purchase order or other documents shall be binding unless explicitly accepted in writing by an authorized representative of PJP.

2. Quotations

Unless otherwise stated, quotations are valid for sixty (60) days and are non-binding until PJP accepts Buyer’s written purchase order.

3. Minimum Orders

Unless expressly waived in writing, orders below $100 (USD) will incur a $25 surcharge. Product-specific minimum order quantities may also apply, as specified in a written quote.

4. Pricing and Delivery

  • Prices are in U.S. dollars and exclude VAT, duties, customs charges, and other taxes or fees. Buyer must reimburse PJP if PJP prepays any such charges.
  • Unless otherwise agreed, delivery is EX Works (Incoterms 2010) from PJP’s site of manufacture. Goods are shipped in non-returnable packaging unless otherwise agreed. Transportation is at Buyer’s request and expense.
  • Quoted delivery dates are estimates only. Buyer’s sole remedy for late delivery is to procure goods elsewhere, in which case the quantity not delivered will be removed from the contract.

5. Cancellations

For customer-specific or configurable goods, Buyer may be charged a cancellation fee covering raw material commitments, finished goods, inventory costs, and/or work in process. Payment of the fee is due within thirty (30) days of invoice. Requests to delay delivery more than ninety (90) days beyond the original delivery date may be treated as cancellations.

6. Inspection and Acceptance

Buyer must inspect goods within twenty (20) days of receipt. Unless PJP receives written notice of rejection within that period, goods are deemed accepted.

7. Title and Risk of Loss

  • Title passes to Buyer only upon PJP’s receipt of full payment. Buyer agrees to cooperate in measures to protect PJP’s title, including registration where required.
  • Unless otherwise specified by Incoterms, risk of loss passes to Buyer upon dispatch of goods to the carrier. Buyer is responsible for filing claims with the carrier for loss or damage in transit.

8. Payment

  • Payment is due thirty (30) days from invoice date unless otherwise agreed in writing. Payments must be made in the quoted currency and may not be withheld due to claims against PJP.
  • Late payments are subject to interest at 1.5% per month.
  • If payment is not received when due, PJP may, with notice, suspend shipments, repossess goods, cancel the contract, and/or recover collection costs (including attorney fees).

9. Limited Product Warranty

  • PJP warrants title and that goods conform to manufacturer specifications and are free from defects in material and workmanship for one (1) year from shipment.
  • No warranty applies to prototypes, samples, or goods subject to misuse, improper installation, unauthorized repair, Buyer’s specifications, or normal wear and tear.
  • PJP’s sole obligation is to repair or replace defective goods at its option. This is Buyer’s exclusive remedy. PJP disclaims all other warranties, including implied warranties of merchantability and fitness for a particular purpose.

10. Buyer’s Warranty

Buyer warrants that any designs or specifications it provides do not infringe intellectual property rights.

11. Services

PJP provides services in a professional manner with qualified personnel but does not warrant specific results.

12. Returns

  • Warranty claims must follow PJP’s Return Material Authorization (RMA) process. Claims must be made in writing during the warranty period, and goods must be returned within sixty (60) days of RMA issuance.
  • Only catalog-standard goods may be returned for convenience within thirty (30) days, subject to a restocking fee of $100 or 15% (whichever is greater). Customer-specific goods are not returnable.
  • Export-controlled goods may not be returned unless authorized by PJP.

13. Excusable Delays (Force Majeure)

Neither party is liable for delays or non-performance caused by events beyond their reasonable control, including government regulations, natural disasters, labor issues, or shortages of materials.

14. Buyer-Caused Delays

Buyer is responsible for delays or added costs caused by late payments, missing information, or failures of Buyer-designated suppliers. PJP may adjust pricing and store delayed goods at Buyer’s expense.

15. Indemnification

  • Buyer agrees to indemnify and hold PJP harmless from claims arising from Buyer’s negligence or from infringement based on Buyer’s designs or specifications.
  • PJP will indemnify Buyer for claims caused by PJP’s negligence, subject to the limitation of liability provisions.

16. Intellectual Property Rights

Unless otherwise agreed, PJP retains all rights to intellectual property associated with goods or services. Sale of goods does not transfer or license IP rights.

17. Limitation of Liability

  • PJP is not liable for indirect, incidental, or consequential damages, including lost profits or downtime.
  • PJP’s liability shall not exceed twice the amount paid for the goods or services giving rise to the claim.
  • Liability for personal injury or death caused by defective products will apply only where mandated by law.

18. Termination

Either party may terminate for material breach, non-payment, or insolvency, subject to written notice and cure periods. Termination does not affect accrued claims.

19. Entire Agreement

These Terms constitute the full agreement between Buyer and PJP regarding the sale of goods. Modifications are valid only if in writing and signed by both parties.

20. Governing Law

This contract is governed by the laws of Nevada, excluding conflict of law principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

21. Dispute Resolution

Disputes will first be addressed through good faith negotiations. If unresolved within sixty (60) days, disputes shall be submitted to binding arbitration:

  • U.S. Buyers – American Arbitration Association, Las Vegas, Nevada.
  • Americas (non-U.S.) – ICDR, Miami, Florida.
  • Europe, Africa, Middle East – ICDR, London, England.
  • Asia-Pacific – ICDR, Singapore.

Arbitration will be conducted in English.

22. Technical Assistance and Data

Any technical assistance provided by PJP is without obligation and subject to the Limitation of Liability section.

23. Tools

Tools made for the manufacture of goods remain PJP property, even if costs were charged to Buyer.

24. Export and Import Compliance

Buyer is responsible for compliance with all applicable import and export laws. Buyer must obtain required licenses and provide PJP with documentation as requested.