TERMS AND CONDITIONS

PAYMENT TERMS: All payments are due according to set credit terms. After the due date, the unpaid balance will bear a service charge equal to the greater of one and one-half percent per month, or portion thereof, or the maximum permitted by law whichever is less until paid.

GOVERNING LAW: JURISDICTION. This contract and all disputes arising out of the subject matter of this contract shall be construed under and governed by the laws of the State of California. All disputes shall be resolved in Los Angeles County, California, and customer hereby consents to the jurisdiction of such courts in the event any dispute results in litigation. The prevailing party shall be entitled to recover all of its costs and attorney fees.

ADDITIONAL CHARGES: DISCOUNTS.
All prices are quoted F.O.B. MSE factory or warehouse and are subject to change without notice. Customer shall pay all costs of transportation, insurance, taxes (including without limitation any sales, use or similar tax assessed to MSE after the products are delivered to customer by reason of MSE’s retention of title), license fees, custom duties and fees and other charges related thereto; to the extent these are prepaid by MSE they shall be added to the invoice and become part of the total due.

All discounts granted are conditioned on timely payment of the related invoice. Failure to make such timely payment shall result in the rescission of all discounts.

All custom or O.E.M. orders are subject to special purchase terms agreed to upon acceptance of such orders by MSE.

MSE catalog and price list to not constitute an offer to sell. The design and specifications for products in MSE catalog are subject to change without prior notice. All orders are subject to the terns stated herein.

SHIPPING. All items are shipped FOB Burbank, California, USA, with the buyer assuming all shipping charges. Shipping is freight collect unless otherwise specified. A 15% surcharge will be added to all prepaid freight. MSE’s responsibility ends upon delivery of the shipment to the carrier. Any loss or damage incurred in transit is the responsibility of the carrier and is the recipient’s responsibility to make note of any visual damage on the bill of lading before signing and taking delivery, and to notify the carrier immediately upon discovery of concealed damage.

MSE reserves the right to make the final selection of the carrier for all shipments. All claims of damage to merchandise in transit must be made to the carrier; however MSE will assist customers in the presentation and prosecutions of its claims. Loss or damage in transit shall not limit the customer’s duty to pay MSE the full amount of the invoice or to comply with the conditions hereof. MSE will not be liable for late delivery and for the inability to perform to the extent caused by any contingency beyond its control including strikes, civil disturbances, accidents, disasters, or loss in transit by the carrier, and should these or similar contingency occur, MSE may cancel any pending purchase order or at its option, may suspend or limit its performance for the period of such contingency without penalty.

DISCREPANCIES. Notice of any shipping errors must be made within 72 hours of receipt of goods. Contact the sales department with the following information: purchase order or sales order number, tracking number, and description of the discrepancy. A decision on how to remedy the discrepancy will be made at that time.

RETURNS. Any merchandise returned without MSE prior written consent will be refused. Request for permission to return must list the quantity, catalog number, original purchase order number, original invoice number and the reason for the request. If permission is granted, a return material authorization (RMA) will be forwarded showing the details for the basis for shipment to be made and for credit to be issued. No request for return will be honored six (6) months after the date of the original invoice. No returns can be made on specialty or custom made equipment except for defects proved to be the fault of MSE. All returns are subject to a 20% minimum restocking charge plus any out of pocket expenses. Customer must prepay all freight charges on RMA shipments or they will not be accepted.

MSE TO RETAIN TITLE. MSE reserves the right to repossess products sold to customer upon default in payment, and title shall remain until customer has made payment in full. Customer shall execute such documents and to accomplish such filings or recordings for the protection of its interest in the products shipped to customer pending such payment.

ENTIRE AGREEMENT. The terms and provisions hereof shall constitute the entire agreement between MSE and customer and may not be amended, altered, or changed except by a written agreement signed by both parties. No officer of MSE is entitled to wave the provisions of this invoice, and no alleged oral modifications shall be enforceable against MSE.

LIMITED WARRANTY. MSE products are warranted to be free of material and workmanship defects for a period of ninety (90) days from the date of their shipment to customer. Parts and components which are not the product of MSE are excluded from this warranty and are subject only to the terms of any warranty extended by their original manufacturer. MSE’s obligations are limited to providing remedial services at its factory during normal business hours, and repairs or replacement at MSE’s option of any parts which, upon inspection, prove to have been defective in materials or workmanship. If customer fails to make its claim in writing within seven (7) days after purchased item of equipment claimed to be defective is delivered, customer shall have no further rights against MSE for shortage in count, imperfect manufacture, or for any defect visible or known by customer at time of delivery.

Any equipment to be examined by MSE pursuant to a claim for breach of this warranty must be returned to MSE within the warranty period, with all transportation costs to and from MSE prepaid by customer. If when equipment is examined and is determined not to have been defective, or if the warranty coverage is found not to apply for any reason, MSE may charge customer for the time it has expended or materials used to replace or repair the customer’s equipment without prior approval.

Customer is fully responsible for all maintenance service including cleaning, lubrication, visual and manual inspection of the purchased equipment, the replacement of all expendable parts, minor adjustments, operating checks, and compliance with all recommendations, cautions, admonitions and warning set forth in the labels and published materials related to the equipment.

MSE will have no further obligation to the customer under this warranty if the equipment is subject to abuse, misuse, negligence or accident, or if customer fails to comply with the appropriate published materials related to the equipment or labels affixed to such equipment.

The warranties provided by MSE and its obligations and liabilities hereunder are exclusive and in substitution for all other warranties, guarantees, obligations, liabilities, rights and remedies, express or implied, arising by law or otherwise, including by not limited to the implied warranty or merchantability or fitness for a particular purpose, any implied warranty arising from a course of performance, course of dealing and usage of trade, and any obligations of MSE arising from tort, or for loss of use, revenue or profit, or for incidental or consequential damages. All warranties not included herein are hereby expressly disclaimed MSE’s liability, whether in contract, tort, under warranty or otherwise shall in no event exceed the return of the amount of the purchase price paid by the customer. Under no circumstances shall MSE be liable for special, indirect or consequential damages. The price stated for the product is limited in consideration of limiting MSE’s liability. No action, regardless of form, arising out of the transaction by which the customer purchased the equipment in question may be brought by customers more than ninety (90) days after the cause of action has accrued.

Silks are synthetic material unless otherwise specified. Due to the cotton content of duvetyne and bobbinet, shrinkage will occur if material is not blocked properly during the drying process; MSE assumes no responsibility for such shrinkage.

Access to this site is not in and of itself an offer to sell.

Contents of this site may be covered by either U.S. Patents, Trademarks or Copyrights. Prior approval is required to reproduce any part thereof.

WEIGHTS & SPECIFICATIONS. Matthews has made a diligent effort to illustrate and describe the products on this website accurately; however, illustrations and descriptions, including descriptions of dimensions and weight, are for identification purposes only, and are not warranties that the products will conform to the illustrations or descriptions. Descriptions of output and other performance levels of our product are based on normal use conditions, as well as installation and operation by qualified persons. However, these descriptions are not warranties. Product performance or output may also be affected by state and local regulations on sales, construction, installation and/or use of products. All weights are approximate and have been rounded to the nearest quarter pound if under ten pounds and to the nearest one-half pound if over ten pounds.

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