Terms and Conditions of Sale

1. General
The Terms and Conditions of Sale outlined herein shall apply to the sale by JB Abrasives Company LLC, (hereinafter referred to as Company) of abrasive products. Unless prior written agreement is reached, it shall be understood that the Company's proceeding with any work shall be in accordance with the terms and conditions outlined herein. The Company will comply with applicable laws and regulations in effect on the date of the Company's proposal as they may apply to the import and storage of Products. Compliance with any local governmental laws or regulations relating to the location or use of the Products purchased, or its use in conjunction with other equipment, shall be the sole responsibility of the Purchaser. 

2. Title and Risk of Loss
Title and risk of loss or damage to the Products shall pass to the Purchaser upon tender of delivery F.O.B. storage facility unless otherwise agreed upon by the parties, except that a security interest in the Product shall remain in the Company, regardless of mode of attachment to realty or other property, until full payment has been made. Purchaser agrees upon request to do all things and acts necessary to perfect and maintain said security interest and shall protect Company's interest by adequately insuring the Product against loss or damage from any cause wherein the Company shall be named as an additional insured. 

3. Assignment
Neither party shall assign or transfer this contract without the prior written consent of the other party. The Company however shall be permitted to assign or transfer, without the prior written consent of the Purchaser, the Company's right to receive all or any portion of the payment due from the Purchaser under this contract. 

4. Delivery and Delays
Delivery dates shall be interpreted as estimated and in no event shall dates be construed as falling within the meaning of 'time is of the essence'. The Company shall not be liable for any loss or delay due to war, riots, fire, flood, strikes or other labor difficulty, acts of civil or military authority including governmental laws, orders, priorities or regulations, acts of the Purchaser, embargo, car shortage, damage or delay in transportation. Inability to obtain necessary labor or materials from usual sources or other causes beyond the reasonable control of the Company. In the event of delay in performance due to any such cause, the date of delivery or time for completion will be adjusted to reflect the actual length of time lost by reason of such delay. The Purchaser's receipt of Product shall constitute a waiver of any claims for delay. 

5. Taxes
The price does not include any present or future Federal, State, or local property, license, privilege, sales, use, excise, gross receipts or other like taxes or assessments which may be applicable to, measured by, imposed upon or result from this transaction or any services performed in connection therewith. Such taxes will be itemized separately to Purchaser, who shall make prompt payment to the Company. The Company will accept a valid exemption certificate from Purchaser, if applicable. if such exemption certificate is not recognized by the governmental taxing authority involved. Purchaser agrees to promptly reimburse the Company for any taxes covered by such exemption certificate which the Company is required to pay. 

6. Setoffs
Neither Purchaser nor any affiliated company or assignee shall have the right to claim compensation or to set off against any amounts which become payable to the Company under this contract or otherwise. 

9. Export Compliance
The Purchaser will comply with the US Export Administration Regulations (15 CFR, parts 730-774) and will not export, re-export, transfer, re-transfer, sell, re-sell or otherwise divert JB Abrasives products contrary to US Export control laws. 

10. Conflict Minerals
It is the policy of JB Abrasives to work with socially responsible suppliers and to not knowingly have any DRC-Democratic Republic of Congo- "Conflict Materials" in our products.

11. Warranty
The Company warrants that the products distributed by it shall carry whatever warranty the manufacturers have conveyed to the Company and which can be passed on to the Purchaser. The Purchaser shall be obligated to promptly report any failure to conform to this warranty, in writing to the company within three weeks of shipment date, whereupon the Company shall, at its option, correct such nonconformity, (based on the manufacturers recommendation), by furnishing a replacement product F.O.B. point of shipment, provided the Purchaser has stored and consumed such product in accordance with good industry practices and has complied with specific recommendations of the Company. The effects of weather and normal wear and tear are specifically excluded. Performance warranties are limited to those specifically stated within the Company's proposal. Unless responsibility for meeting such performance, warranties are limited to specified shop or field tests, the Company's obligation shall be to correct in the manner and for the period of time provided above.
THE COMPANY MAKES NO OTHER WARRANTY OR REPRESENTATION OF ANY KIND WHATSOEVER, EXPRESSED OR IMPLIED, EXCEPT THAT OF TITLE, AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY DISCLAIMED.
Correction by the Company of nonconformities whether patent or latent, in the manner and for the period of time provided above, shall constitute fulfillment of all liabilities of the Company for such nonconformities, whether based on contract, warranty, negligence, indemnity, strict liability or otherwise with respect to or arising out of such product.
The Purchaser shall not consume product which is considered to be defective, without first notifying the Company in writing of its intentions to do so. Any such use of the product will be at the Purchaser's sole risk and liability.

12. Limitation of Liability
THE REMEDIES OF THE PURCHASER SET FORTH HEREIN ARE EXCLUSIVE, AND THE TOTAL LIABILITY OF THE COMPANY WITH RESPECT TO THIS CONTRACT OR THE PRODUCTS AND SERVICES FURNISHED HEREUNDER. IN CONNECTION WITH THE PERFORMANCE OR BREACH THEREOF, OR FROM THE MANUFACTURE, SALE, DELIVERY, APPLICATION, OR TECHNICAL DIRECTION COVERED BY OR FURNISHED UNDER THIS CONTRACT, WHETHER BASED ON CONTRACT. WARRANTY, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE OF THE PRODUCT UPON WHICH SUCH LIABILITY IS BASED.
THE COMPANY AND ITS SUPPLIERS SHALL IN NO EVENT BE LIABLE TO THE PURCHASER, ANY SUCCESSORS IN INTEREST OR ANY BENEFICIARY OR ASSIGNEE OF THIS CONTRACT FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF THIS CONTRACT OR ANY BREACH THEREOF, OR ANY DEFECT IN, OR FAILURE OF, OR MALFUNCTION OF THE PRODUCT HEREUNDER, WHETHER BASED UPON LOSS OF USE, LOST PROFITS OR REVENUE, INTEREST, LOST GOODWILL, WORK STOPPAGE. IMPAIRMENT OF OTHER GOODS, LOSS BY REASON OF SHUTDOWN OR NON-OPERATION, INCREASED EXPENSES OF OPERATION, COST OF PURCHAS E OF REPLACEMENT POWER OR CLAIMS OF PURCHASER OR CUSTOMERS OF PURCHASER FOR SERVICE INTERRUPTION WHETHER OR NOT SUCH LOSS OR DAMAGE IS BASED ON CONTRACT, WARRANTY, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE.

13. Nuclear Liability
In the event that the product sold hereunder is to be used in a nuclear facility, the Purchaser shall, prior to such use, arrange for insurance or governmental indemnity protecting the Company against liability and hereby releases and agrees to indemnify the Company and its suppliers for any nuclear damage, including loss of use, in any manner arising out of a nuclear incident, whether alleged to be due, in whole or in part to the negligence or otherwise of the Company or its suppliers.

14. Governing Law
The rights and obligations of the parties shall be governed by the laws of the State of Washington excluding any conflicts of law provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this agreement.

15. Execution
The Company shall not be bound by any contract or any modification thereto until approved in writing by an officer of the Company. The contract, when so approved shall supersede all previous communications, either oral or written.

16. Legal Notice
This website is owned and operated by JB Abrasives Company LLC. You may use our website only to gather information for your personal use and to communicate and conduct business with us. By using our website, you signify your acceptance of the following terms and conditions. If you are unwilling or unable to abide by these terms and conditions, you should stop using our website or accessing any information on it.

17. Disclaimer
You acknowledge and agree that our website contains general information and may include material from many different sources. We make no representation and do not warrant that information provided on our website is complete, accurate or current. We reserve the right, at our sole discretion, to correct any inaccuracies or oversights in any section of our website; to stop or suspend the availability of any part or feature of our website; or to restrict access to all or any part of our website, all without notice or liability to you. We will make reasonable efforts to keep our website up and running smoothly. However, we take no responsibility for, and will not be liable for, the website being temporarily unavailable for any reason, including due to technical issues beyond our control.