Use of this Web site indicates acceptance of these “Site Terms of Use”. Do not use this Web Site if you do not agree with these terms!
The purpose of this Web site (Site) is to present to users information about equipment manufactured by the S.G. Frantz Company Inc. (Frantz), assist them in determining suitability of this equipment to their needs and selecting appropriate models and configurations, and providing support after suitable equipment has been purchased.
Although reasonable efforts are made to insure that the information contained in this Site is correct, technical inaccuracies may exist. The material contained herein is subject to change without notice. Users are advised to contact Frantz directly for current information and recommendations related to specific processes and materials. EXCEPT AS STATED IN “Terms and Conditions of Sale”, Section 4. Warranty., FRANTZ MAKES NO WARRANTIES, EXPRESS OR IMPLIED, CONCERNING ANY EQUIPMENT OFFERED, OR INFORMATION RELATED THERETO, AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY OTHER SUBJECT.
Frantz retains the copyrights to the information in this Site, and grants restricted permission for end users and legal representatives of Frantz to download and print the information. Information may not be modified, and is to be used for internal purposes by the end users only. It is not intended to be disseminated. Trademarks and copyrights must be indicated.
Privacy Statement
S.G. Frantz Company Inc. (Frantz) collects information about visitors coming to our Web site. This information is used by Frantz for purposes including Web site evaluation, marketing effectiveness evaluation, and customer support effectiveness evaluation. Such information will never be sold or rented to any third party, nor will it be disclosed to the public without the express written consent of the visitor, unless such disclosure is required by law.
Confidentiality
S.G. Frantz Co., Inc. and Web site user each recognize that one party may communicate confidential information, including trade secrets and other proprietary information, to the other party. All such information shall be identified as confidential by the party communicating it at the time it is communicated. The party receiving such information shall use its best efforts to prevent disclosure thereof and to maintain its confidential nature. The obligations undertaken by the parties pursuant to the provisions of this section shall not apply to information which (a) is already known to the receiving party or independently developed by it; (b) is publicly available or becomes publicly available without a breach of these terms and conditions by the receiving party; (c) is rightfully received by the receiving party from third parties; or (d) is (i) first disclosed in writing but is not identified in such writing as confidential or proprietary; or (ii) is first disclosed orally and identified at that time as confidential or proprietary, but is not reduced by the furnishing party to a writing which identifies it as confidential or proprietary and delivered by the furnishing party to the receiving party within thirty (30) days after oral disclosure.
Governing Law
Except as expressly otherwise provided herein, this website shall be governed by the applicable laws of the State of New Jersey and the U.S.A.
Terms and Conditions of Sale
1. Preamble.
1.1. The terms and conditions set forth in this instrument shall govern the sale by S.G. Frantz Co., Inc., (SELLER) of the goods specified in the offer to the PURCHASER there named. SELLER hereby notifies PURCHASER that terms and conditions proposed by PURCHASER, including those set forth in a purchase order or any other written document submitted in connection therewith, shall be of no force or effect to vary the terms and conditions set forth in this instrument, which can be amended or modified only by instrument in writing signed by both parties.
1.2. The parties shall be deemed to have entered into a contract of sale when (a) upon receipt of an order, SELLER shall have sent an acceptance in writing within the time limit, if any, specified by PURCHASER; or (b) upon receipt of an offer or tender, PURCHASER shall have sent an acceptance in writing before the expiration of the time limit, if any, fixed by SELLER, provided, however, that no contract shall come into being or be formed unless PURCHASER’S acceptance shall reach SELLER no later than two weeks after expiration of such time limit.
2. Payment.
2.1. Unless otherwise specified in the offer, payment of the purchase price and all other charges set forth in the offer shall be due net thirty (30) days from the date of shipment, provided, however, that SELLER reserves the right to change the payment terms for reasonable cause.
2.2. If PURCHASER shall fail to pay any amount when due and payable, SELLER may charge and PURCHASER shall pay as a late payment charge interest on such unpaid amount from the due date thereof to the date of payment at the rate of 1½% per month, or the maximum rate permitted by applicable law, whichever is lower.
2.3. If PURCHASER shall delay in making any payment due hereunder or under any other contract, or pursuant to any other transaction between the parties, SELLER may postpone the performance of SELLER’S obligations hereunder and under any other contract of sale with PURCHASER until such payment is made, unless an act or omission of SELLER shall have constituted reasonable cause for such delay by PURCHASER. Any such delay in payment by PURCHASER without fault of SELLER, or any event which may have a material adverse effect on PURCHASER’S financial condition shall constitute reasonable cause giving rise to a right on the part of SELLER to require payment in advance or upon delivery, or otherwise to change payment terms.
3. Shipment and delivery.
3.1. The time stated by SELLER for shipment or delivery is an estimated time only unless the time is designated as a fixed date. If the goods shall not have been shipped within the estimated time, either party may require the other party in writing to agree within a reasonable time to a fixed date for shipment or delivery. If PURCHASER shall fail to accept delivery on the fixed date, he shall nevertheless make any payment conditioned on shipment or delivery as if the goods had been shipped or delivered. If SELLER shall have failed to ship the goods on or before the fixed date, PURCHASER may by notice in writing require SELLER to deliver the goods within a reasonable time. If SELLER shall fail to do everything that he must do to effect delivery within such reasonable time, PURCHASER may, by notice in writing, terminate the contract in respect of the portion of the goods not delivered.
3.2. Should delay in delivery be caused by any of the circumstances mentioned in section 10 hereof, there shall be granted such extension of the time for shipment or delivery as shall be reasonable under all the circumstances of the case.
4. Warranty.
4.1. SELLER warrants that it has full title to, and the power to sell free from any lien, all products delivered hereunder; and further warrants that the same shall conform to the description thereof issued by SELLER and shall be free at time of delivery from defects in material and workmanship. SELLER shall, at its option, replace or repair any defective products or refund the purchase price thereof, PROVIDED that (i) PURCHASER shall give written notice, specifying the nature of any defect or defects, to SELLER within eighteen (18) months from the date of shipment of the products or twelve (12) months from date of installation, whichever is sooner; (ii) SELLER shall have no liability for any loss, damage or expense directly resulting from use of any defective product or as a consequence or incident of such use; and (iii) any product claimed to be defective shall be returned to SELLER only upon SELLER’S prior consent in writing and only at PURCHASER’S sole risk and expense.
4.2. EXCEPT AS HEREIN EXPRESSLY PROVIDED, SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY OTHER SUBJECT.
5. Taxes.
5.1. Unless otherwise provided for herein, all sales, use, excise or similar taxes shall be paid by PURCHASER.
5.2. Any taxes which SELLER may be required to pay or collect, under any existing or future law, upon or with respect to the sale, purchase, delivery, storage, processing, use or consumption of any of the goods, including taxes upon or measured by the receipts from the sale thereof, shall be for the account of PURCHASER, who shall promptly pay the amount thereof (a) to the taxing authority which imposes and collects such taxes, or (b) if SELLER shall so requests, to SELLER.
6. Confidentiality.
SELLER and PURCHASER each recognize that one party may communicate confidential information, including trade secrets and other proprietary information, to the other party. All such information shall be identified as confidential by the party communicating it at the time it is communicated. The party receiving such information shall use its best efforts to prevent disclosure thereof and to maintain its confidential nature. The obligations undertaken by the parties pursuant to the provisions of this section shall not apply to information which (a) is already known to the receiving party or independently developed by it; (b) is publicly available or becomes publicly available without a breach of these terms and conditions by the receiving party; (c) is rightfully received by the receiving party from third parties; or (d) is (i) first disclosed in writing but is not identified in such writing as confidential or proprietary; or (ii) is first disclosed orally and identified at that time as confidential or proprietary, but is not reduced by the furnishing party to a writing which identifies it as confidential or proprietary and delivered by the furnishing party to the receiving party within thirty (30) days after oral disclosure.
7. Inspection.
PURCHASER shall have the right, before payment for or acceptance of the goods, to inspect them at any reasonable time, except that PURCHASER shall not have the right to inspect the goods before payment therefor when the contract provides (a) for delivery C.O.D. or on other like terms; or (b) for payment against documents of title. If PURCHASER wishes to inspect the goods at SELLER’S plant before shipment, he shall give SELLER notice in writing at least ten days in advance of the date and time at which PURCHASER’S representative will visit SELLER’S plant for inspection. All expenses of inspection, including costs incurred by SELLER for performing any tests required by PURCHASER, shall be for the account of PURCHASER, provided, however, that in the event that the goods do not conform to the contract and are rejected, PURCHASER may recover expenses of inspection from SELLER.
8. Passage of risk and transfer of title.
8.1. Unless otherwise indicated in the offer, passage of risk of loss or damage and transfer of title to the goods shall occur (a) in the case of a sale of goods for delivery to the PURCHASER within the United States of America (U.S.A.) in accordance with the provisions of the Uniform Commercial Code in effect in the State of New Jersey at the date of the formation of the contract, or (b) in the case of a sale of goods for delivery to the PURCHASER in any country other than the U.S.A., in accordance with the International Rules for the Interpretation of Trade Terms (Incoterms) of the International Chamber of Commerce in force at the date of formation of the contract.
8.2. If the contract gives no indication of the form of the sale, the goods shall be deemed to have been sold “ex works”.
8.3. In the case of a sale “ex works”, SELLER shall give notice in writing to PURCHASER of the date on which PURCHASER is to take delivery of the goods sufficiently in advance of such date to enable PURCHASER to take measures for the purpose of taking delivery.
9. Nonconforming goods.
9.1. Unless otherwise agreed, if the goods or the tender of delivery fail in any material respect to conform to the contract, PURCHASER may, within a reasonable time after delivery or tender, (a) reject the whole; or (b) accept the whole; or (c) accept any unit or units and reject the rest. Any rejection of goods by PURCHASER shall be ineffective if PURCHASER shall have failed to give timely notice in writing to SELLER.
9.2. PURCHASER shall, upon rejecting goods of which he has taken possession, hold them with reasonable care at SELLER’S disposition for a time sufficient to enable SELLER to remove them.
9.3. After rejection any exercise of ownership by PURCHASER with respect to any unit is wrongful as against SELLER, but SELLER may, at its option, treat such exercise of ownership as acceptance of such unit.
9.4. SELLER’S rights with respect to goods wrongfully rejected shall be governed (a) in the case of a sale of goods for delivery to the PURCHASER within the U.S.A., by the Uniform Commercial Code in effect in the State of New Jersey at the time of formation of the contract, and (b) in the case of delivery to PURCHASER in any country other than the U.S.A., by the “General Conditions for the Supply of Plant and Machinery for Export” prepared by the United Nations Economic Commission for Europe, as the same may be in effect at the time of formation of the contract.
10. Relief.
10.1. The following shall be cases of relief if they intervene after formation of the contract and impede its performance: industrial disputes and any other circumstances, such as fire, mobilization, requisition, embargo, currency restrictions, insurrection, unavailability of transport or materials, or restrictions upon power consumption, when such other circumstances are beyond the control of the parties.
10.2. The party claiming relief by reason of any such circumstance shall promptly notify the other party in writing upon the intervention and the cessation thereof.
10.3. If, by reason of circumstances for which relief is claimed, performance of the contract within a reasonable time becomes impossible, either party may terminate the contract by notice in writing to the other party.
11. Regulation of manufacture.
SELLER shall comply with all applicable Federal, State and local laws regulating manufacture of the goods, including applicable laws and regulations concerning employment practices.
12. Limitation of damages.
Damages for breach of contract shall not exceed the damages that the party in default could reasonably have foreseen at the time of the formation of the contract. A party who claims breach of contract shall have a duty to take all measures that are reasonable and necessary to mitigate loss.
13. Governing law.
Except as expressly otherwise provided herein, this website shall be governed by the applicable laws of the State of New Jersey and the U.S.A.