Terms and Conditions
LN Engineering LLC Warranty & Disclaimer - Revised 1/1/2013
1. Applicability of Terms and Conditions of Sale.
These Terms and Conditions of Sale apply to all sales by LN Engineering LLC (the "Seller"). The terms on the front of this Invoice and these Term and Conditions constitute the entire agreement between Seller and Buyer with respect to the purchase and sale of the products described on the front of this Invoice. Seller's acceptance of any order is conditional upon the Buyer's assent to these Terms and Conditions of Sale. Seller hereby objects to any additional or different terms or conditions, whether contained in any purchase order or other communication from Buyer. No order accepted by Seller may be altered or modified unless in writing signed by an authorized agent of Seller in pen and ink; and no such order may be cancelled or terminated except upon payment of Seller's loss, damage and expense arising from such cancellation or termination.
The prices are subject to change by Seller at any time. Minimum order in LN Engineering Web Store is US$50.00
Seller may at any time make such changes in design and construction of products, components or parts as Seller deems appropriate, without notice to Buyer. Seller may furnish suitable substitutes for materials unobtainable because of priorities or regulations established by government authority or non-availability of materials from suppliers.
Claims and Delay. All delivery dates are approximate. Time is not of the essence. Delivery will be f.o.b. point of shipment, and all risk of loss or damage in transit shall be borne by Buyer. Seller reserves the right to make delivery in installments. All such installments shall be separately invoiced and paid for when due, without regard to subsequent deliveries. If shipment shall be deferred at Buyer's request, payment shall become due and payable upon notification by the Seller that the products provided for by this agreement are ready for shipment. In case of such delay in shipment, storage shall be at the Buyer's risk and expense. Storage fees are $10 per day. Prorata payments shall be made for partial shipments. As indicated on the front of this Invoice, claims for shortages or other errors in delivery must be made in writing to Seller within 5 days after receipt of shipment; and failure to give such notice shall constitute unqualified acceptance and a waiver of all such claims by Buyer. Claims for loss or damage to goods in transit should be made to the carrier and not to Seller. Seller shall not be liable for any damage as a result of any delay due to any cause beyond Seller's reasonable control, including, without limitation, an act of God, act of the Buyer, embargo or other governmental act, regulation or request, fire, act of terrorism, accident, strike, slow-down, war, riot, delay in transportation or inability to obtain necessary labor, materials, transportation or manufacturing facilities. In the event of any such delay, the date of delivery shall be extended for a period equal to the time lost by reason of the delay. Buyer's exclusive remedy for other delays and for Seller's inability to deliver for any reason shall be rescission of the purchase agreement.
5. Payment Terms.
All online payments are processed via PayPal. Minimum order in LN Engineering Web Store is US$50.00.
Terms of payment shall be as specified on the front of the Invoice. If not so specified, terms of payment for products shall be cash, 50% down and remainder of balance due paid in full prior to shipping. If direction and required 50% down is not received within one week of notification by the Seller, Buyer will be held responsible for Storage Fees of $10 per day. Where Seller is to provide service, terms of payment for such service shall be as specified in Seller's quotation or sales form. If not so specified, terms of payment for services shall be cash, 50% down and remainder of balance due paid in full after completion of services. Wholesale/5+ and Master/10+ accounts must maintain $20k/yr minimum sales volume to maintain pricing level. Wholesale/5+ and Master/10+ pricing as shown on pricing schedule reflect all available/applicable cash discounts on accounts that qualify for NET10/30/60/90 pricing. Interest at the rate of one and one-half percent (1 1/2%) per month (but not greater than the highest rate permitted by applicable law) will be charged on all accounts not paid when due. Accounts 60+ days past due will be submitted to collections.
6a. Limitations on Warranties and Remedies.
Seller warrants only to Buyers that do not intend to use the products on the front of this Invoice for personal, family or household purposes. All other Buyers do not receive a warranty from Seller and, as such, the rest of this Paragraph 6 is inapplicable. For those Buyers to which this Paragraph 6 is applicable, Seller warrants all products manufactured by it and supplied hereunder to be free from defects in material and workmanship appearing within [one (1)] year from the date of shipment to Buyer unless otherwise specified. This warranty shall not apply to any products not manufactured by Seller; such products are sold AS IS, except that the warranties, if any, of the respective manufacturers of such products, parts or material shall be assigned by Seller to Buyer. Seller has no liability for products installed by anyone other than it or its authorized agent. Seller shall not have any responsibility hereunder with respect to products which have been repaired or altered by others without Seller's written consent. Seller warrants that any services it provides hereunder against failures, appearing within thirty (30) days after completion thereof, by Seller to perform such services in a manner consistent with customary practice in Seller's industry. If within the applicable warranty period any products or services warranted hereunder are proven to Seller's satisfaction to be defective, such products will be repaired, or at Seller's option, replaced without charge. Seller's obligation hereunder is further conditioned upon Seller's receipt of written notice of any alleged defect within ten (10) calendar days of its discovery, and at Seller's option, the return of the allegedly defective products to Seller at the place Seller directs. THE FOREGOING WARRANTIES ARE EXCLUSIVE AND IN LIEU OF ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PURPOSE, AND SELLER SHALL NOT BE SUBJECT TO ANY OTHER OBLIGATIONS OR LIABILITIES WHATSOEVER WITH RESPECT TO PRODUCTS, PARTS OR SERVICES MANUFACTURED OR FURNISHED BY IT, OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO. Any description of the products, whether in writing or made orally by Seller or its agents, specifications, samples, models, bulletins, drawings, diagrams or similar materials used in connection with Buyer's order are for the sole purpose of identifying the products and shall not be construed as an express warranty. Any suggestions by Seller or Seller's agents regarding use, application or suitability of the products shall not be construed as an express warranty unless confirmed to be such in writing by Seller.
6b. IMS Retrofit™ and IMS Upgrade products are provided with a LIMITED PARTS ONLY WARRANTY,
guaranteeing the IMS Retrofit and IMS Upgrade to be free of defects in material and workmanship for thirty (30) days from date of purchase only when purchased through and installed by authorized dealers only (i.e. PROFESSIONAL INSTALLATION). PRODUCT REGISTRATION IS REQUIRED FOR LIMITED PARTS ONLY WARRANTY INCLUDING SUBMISSION OF ORIGINAL BEARING AND COPY OF WORK ORDER SHOWING PROFESSIONAL INSTALLATION. There is NO WARRANTY FOR DO-IT-YOURSELF INSTALLATIONS (i.e. NOT PROFESSIONALLY INSTALLED).
Most reputable repair facilities will carry a shop owner's policy to cover incidental damages from a failed part they installed or faulty repair. It is up to the installer to warranty the installation.
LN Engineering will, at its election, repair, replace or make appropriate adjustment where LN Engineering inspection discloses any such defects occurring in normal usage within thirty (30) days after purchase on an intermediate shaft that has received the IMS Upgrade or on a IMS Retrofit installed as preventative maintenance* and when all warranty procedures are followed as directed. No monetary compensation will be made under this THIRTY (30) DAY LIMITED PARTS ONLY WARRANTY. LN Engineering is not responsible for removal or installation costs. Abuse, incorrect, or unapproved* installation will void the warranty. LN Engineering's liability is limited to the purchase price of the IMS Upgrade or IMS Retrofit kit, not to exceed $995 for an IMS Upgrade and not to exceed $650 for an IMS Retrofit.
IMPLIED WARRANTIES INCLUDING THAT OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY LIMITED IN DURATION TO THE DURATION OF THIS WARRANTY. LN ENGINEERING AND/OR SELLER DISCLAIM ANY LIABILITY FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
*Due to our inability to control the circumstances of an IMS Retrofit installation (foreign object debris for example), there is no warranty on this product if a retrofit kit OR ims upgrade is being installed in place of a failed or failing IMS bearing.Additionally there is no warranty if an IMS Upgrade is carried out on an IMS that has suffered any kind of previous failure or damage.
7. Limitations on Consequential Damages and Other Liability; Buyer's Indemnity.
Except as otherwise agreed in writing, Seller's liability with respect to the products and/or services sold hereunder shall be limited to the warranty provided in Paragraph 6 hereof and, with respect to other performance of this contract, shall be limited to the contract price. SELLER SHALL NOT BE SUBJECT TO AND DISCLAIMS ANY OTHER OBLIGATIONS OR LIABILITIES, WHETHER ARISING OUT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR OTHER THEORIES OF LAW, WITH RESPECT TO PRODUCTS SOLD OR SERVICES RENDERED BY SELLER, OR ANY UNDERTAKINGS, ACTS OR OMISSIONS RELATING THERETO. Without limiting the generality of the foregoing, Seller specifically disclaims any liability for property or personal injury damages, penalties, special or punitive damages, damages for lost profits or revenues, loss of use of products or any associated products, cost of capital, cost of substitute products, facilities or services, down-time, shut-down or slowdown costs, or for any other types of economic loss, and for claims of Buyer's customers or any third party for any such damages. SELLER SHALL NOT BE LIABLE FOR AND DISCLAIMS ALL CONSEQUENTIAL, INCIDENTAL AND CONTINGENT DAMAGES WHATSOEVER. Buyer shall indemnify Seller against any and all losses, liabilities, damages and expenses (including, without limitation, attorneys' fees and other costs of defending any action) which Seller may incur as a result of any claim by Buyer or others arising out of or in connection with the products and/or services sold hereunder and based on product or service defects not proven to have been caused solely by Seller's negligence.
8. Taxes and Other Charges.
Any manufacturer's tax, retailer's occupation tax, use tax, sales tax, excise tax, duty, custom, or any other tax, fee or charge of any nature whatsoever, imposed by any governmental authority, on or measured by any transaction between Seller and the Buyer, shall be paid by the Buyer in addition to the prices quoted or invoiced, unless Seller specifically states that such taxes or charges are included in such price. In the event Seller shall be required to pay any such tax, fee or charge, the Buyer shall reimburse Seller therefor (including any interest and penalties relating thereto), or, in lieu of such payment, the Buyer shall provide Seller at the time the order is submitted with an exemption certificate or other document acceptable to the authority imposing the same. All international shipments must be declared with customs and values reported as invoiced – no exceptions will be made to this policy as it is the sole responsibility of the Buyer to pay any associated VAT or import duties imposed on exported goods from the United States.
9. Patents, Trademarks and Copyrights.
Seller will, at its expense, defend any suits that may be instituted by anyone against Buyer for alleged infringement of any United States patent, trademark or copyright relating to any products manufactured and furnished by Seller hereunder, if such alleged infringement consists of the use of such products, or parts thereof, by Buyer for any of the purposes for which the same were sold by Seller, and provided Buyer shall have made all payments then due hereunder and shall give Seller immediate notice in writing of any such suit and transmit to Seller immediately upon receipt all processes and papers served upon Buyer and permit Seller through its counsel, either in the name of Buyer or in the name of Seller, to defend the same and give all needed information, assistance and authority to enable Seller to do so. If such products are in such suit held in and of themselves to infringe any valid United States patent, trademark or copyright, then: (a) Seller will pay any final award of damages in such suit attributable to such infringement, and (b) if in such suit use of such products by Buyer is permanently enjoined by reason of such infringement, Seller shall, at its own expense and at its sole option, either (i) procure for Buyer the right to continue using the products, (ii) modify the products to render them non-infringing, (iii) replace the products with non-infringing goods, or (iv) refund the un-depreciated portion of the purchase price and transportation costs paid by Buyer for the products or services, determined after depreciation on the basis of a five-year useful life. Notwithstanding the foregoing, Seller shall not be responsible for any compromise or settlement made without its written consent, or for infringements of combination or process patents covering the use of the products in combination with other goods or materials not furnished by Seller, THE FOREGOING STATES THE ENTIRE LIABILITY OF SELLER FOR INFRINGEMENT; AND IN NO EVENT SHALL SELLER BE LIABLE FOR CONSEQUENTIAL DAMAGES ATTRIBUTABLE TO AN INFRINGEMENT. As to any products furnished by Seller to Buyer manufactured in accordance with drawings, designs or specifications proposed or furnished by Buyer or any claim of contributory infringement resulting from the use or resale by Buyer of products sold hereunder, Seller shall not be liable, and Buyer shall indemnify Seller against any award made against Seller for any and all patent, trademark or copyright infringements.
10. Buyer's Property.
No property of Buyer placed in Seller's custody for performance of this contract is covered by Seller's insurance, and Seller assumes no risk in the event of loss or damage to such property by fire, water, burglary, theft, civil disorder or any accident beyond Seller's reasonable control.
11. Returns and Refused Shipments.
Products may be returned to Seller only when Buyer obtains Seller's advance written permission therefor and Seller has provided Buyer with an RMA number. As indicated on the front of this Invoice, returned products are subject to a standard 25% restocking fee. As indicated on the front of this Invoice, any refused shipments due to insufficient funds or inability of carrier to deliver the products are subject to a 25% restocking fee. Returned products must be securely packaged to reach Seller without damage; and any cost incurred by Seller to put products in marketable condition will be charged to Buyer. No returns or exchanges will be provided after 30 days from date of purchase. No returns or exchanges permitted on any IMS related products.
12. Technical Information.
Any sketches, models or samples submitted by Seller shall remain the property of Seller, and shall be treated as confidential information unless Seller has in writing indicated a contrary intent. No use or disclosure of such sketches, models and samples, or any design or production techniques revealed thereby, shall be made without Seller's express written consent.
13. Important Note Relating to Seller's Products and Services.
Products and services provided by Seller have the potential to substantially raise the torque and horsepower output of an engine. Additionally, high performance parts exert greater stress on engine components. Seller assumes no responsibility for injury or damage resulting from increased torque and horsepower output or failure of any components due to Seller's products and services. Seller urges that Seller's products not be used unless, after an engine has been modified with Seller's parts and services, the owner is able to operate safely, and is willing to accept responsibility for the effects Seller's products and services may have.
14. We reserve the right to refuse service to anyone for any reason.
15. Governing Provisions.
THESE TERMS AND CONDITIONS SHALL BE GOVERNED BY AND CONSTRUED ACCORDING TO THE LAWS OF THE STATE OF ILLINOIS (WITHOUT REFERENCE TO PRINCIPLES OF CONFLICTS OF LAWS). THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL NOT BE GOVERNED BY THE 1980 U.N. CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. SELLER RESERVES THE RIGHT TO IMPOSE DIFFERENT OR ADDITIONAL TERMS OF SALE ON INTERNATIONAL SALES AND/OR SALES OF SERVICES.