Unless otherwise specifically agreed to in writing and signed by an authorized employee of Red Aviation (DFW Instrument, LLC), (the Company), the following terms and conditions of sale shall apply resulting from Red Aviation’s (DFW Instrument, LLC’s) acceptance of Buyer’s order. Red Aviation’s (DFW Instrument, LLC’s) terms and conditions of sale represent the entire sales agreement of the parties and all proposals, negotiations, representations or agreements made or entered into prior to or contemporaneously with this sales agreement, whether verbal or written, are excluded.
Prices: Prices are stated in U.S Dollars, are exclusive of sales, use, exercise or similar taxes and are subject to any price adjustment necessitated by Red Aviation (DFW Instrument, LLC) in compliance with any act of government.
Payment: Customers with credit terms
Customers with an approved credit application on file, may purchase up to the limit indicated on their acceptance letter. Red Aviation (DFW Instrument, LLC) reserves the right to modify or withdraw credit terms at any time without notice and to require guarantees, security, or payment in advance of the amount of credit involved. If Buyer fails to fulfill the terms of payment, Red Aviation (DFW Instrument, LLC) may defer further shipments to Buyer or cancel the unshipped portion of Buyer’s order. Buyer agrees to pay interest on all past due invoices at the highest contractual rate allowable under the laws of the State of Texas.
Customers without an approved credit application on file can pay as below:
Credit Card: Charges of up to $5,000 may be accepted on credit cards insured by US banks. A completed and signed Credit card Release form must be supplied prior to any charges. Charges over $5,000 from outside the US will need to be paid in advance by Wire transfer or ACH (Automated Clearing House).
Wire Transfer: Domestic and International customers may wire transfer payment funds.
Please contact DFW Instrument, LLC (Red Aviation) to request the required forms.
Customer agrees to pay a service charge of 1.5% per month or the max allowed by law, whichever is lower, on any past due balance carried over to a subsequent month and if the account is placed for collection, agrees to pay all costs of collection, including reasonable attorney fees. All sales are final after 15 days
Terms of Shipment, Acceptance: Red Aviation (DFW Instruments, LLC) will ship in accordance with instructions supplied by Buyer, however, if Buyer fails to furnish such instructions, Red Aviation (DFW Instruments, LLC) will select what is in its opinion, the most satisfactory routing for shipment. If Buyer is to pick up products and has not done so within seven (7) days after notification that they are ready for shipment, Red Aviation (DFW Instruments) may ship the products via a commercial carrier. Title to and risk of loss for all products passes to Buyer upon delivery to carrier, Buyer agrees that they are free of defects which a reasonable careful inspection would disclose. End items and/or spare parts shall be packed and packaged in accordance with best commercial practices for one-way shipment by air and/or surface transportation.
Freight carriers: If a specific return freight carrier is requested, the Company will attempt to comply with the request. If not specified, generally, Buyers equipment will be returned by the same carrier on which it arrived. Including a shipping account number is strongly encouraged. If a shipping account number is not available, shipping charges may be added to your invoice, (this service is not available on international shipments.)
Insurance: the customer is responsible for insuring shipments to our facility, insurance on return shipment will be made in the amount of the customer’s request.
Date of Shipment: Shipping dates are given to the best of Red Aviation’s (DFW Instrument, LLC)s knowledge based upon conditions existing at the time the order is placed and information furnished by Buyer. Red Aviation (DFW Instrument, LLC) will, in good faith, endeavor to ship by the estimated shipping date but shall not be responsible for any delay or any damage arising therefrom.
Exchange Fee/ Core Return: Exchange fee is based on a good repairable unit. In the event the exchanged item exceeds normal overhaul, a supplemental invoice will be sent covering additional charges. If exchanged unit is deemed not repairable, customer will pay full replacement price. All sales are final after 15 days of transaction and core returns are due within 15 days. For International shipments there is a 30 day transaction time due to customs. Core not returned on time we reserve the right to an additional exchange fee or outright charge per our discretion.
Cancellation of order by Buyer: Return of products for credit
Buyer’s order may not be modified or rescinded except in writing and signed by Red Aviation (DFW Instrument, LLC) and buyer. If all or part of Buyer’s order is terminated by such modification or rescission, Buyer, in the absence of the contrary written agreement between Red Aviation (DFW Instrument, LLC) and buyer, shall pay termination charges based upon costs determined by accepted accounting principles. In any circumstance, Red Aviation’s (DFW Instrument, LLC’s) written consent must be given in advance of Buyer’s return of products for credit. Cancellations MUST be in written form and approved by Red Aviation (DFW Instrument, LLC). Returned parts must be in original container. Original 8130 tags (if applicable) must be returned with parts. There will be an RMA number assigned to the part being returned.
DFW Instruments, LLC ships units in a sealed bag. If a bag is opened then the customer (generally) is required to pay a re-cert fee in addition to a re-stock fee.
Force Majeure: Red Aviation (DFW Instrument, LLC) shall not be liable for any failure to perform its obligations under this sales agreement resulting directly or indirectly from or contributed to by any acts of God, acts of Buyer, acts of civil or military authority, priorities, fire, strikes, or other labor disputes, accidents, floods, epidemics, war, riot, delays in transportation, lack of or inability to obtain raw materials, components, labor, fuel or supplies, or other circumstances beyond Red Aviation’s (DFW Instrument, LLC’s) reasonable control. All sales shall be subject to the export and munitions control laws of the United States. Buyer shall not make any dispositions, re-exports or diversion of U.S. original products purchased from Red Aviation (DFW Instrument, LLC) except as said laws may expressly permit.
Disclaimer of Any Warranty: Buyer acknowledges that it is purchasing products from Red Aviation (DFW Instrument, LLC) in Red Aviation’s (DFW Instrument, LLC’s) capacity as a distributor of such products for the manufacturers of such products. Buyer acknowledges that it will solely abide by the warranty(s), if any, provided by the manufacturer and that Red Aviation (DFW Instrument, LLC) makes no warranties on its own behalf whether express, implied or statutory, including, but not by way of limitation, any warranty of merchantability of fitness or particular purpose concerning such products.
Exclusivity of Remedy, Limitation of Liability: In the event Buyer claims that Red Aviation (DFW Instrument, LLC) has breached any of its obligations under these Terms and Conditions of sale, Red Aviation (DFW Instrument, LLC) may request the return of the products and tender to Buyer the purchase price therefore paid by Buyer and, in such event, Red Aviation (DFW Instrument, LLC) shall have no further obligations under the sales agreement except to refund such purchase price upon redelivery of the products, the products shall be redelivered to Red Aviation (DFW Instrument, LLC) in accordance with Red Aviation (DFW Instrument, LLC) instructions at Red Aviation (DFW Instrument, LLC) expense. THE REMEDIES PROVIDED FOR IN THIS PARAGRAPH SHALL CONSTITUTE THE SOLE RECOURSE OF BUYER AGAINST RED AVIATION (DFW INSTRUMENT, LLC) OBLIGATIONS UNDER THE SALES AGREEMENT WITH BUYER, WHETHER THE CLAIM IS MADE IN TORT OR IN CONTRACT, INCLUDING CLAIMS BASED ON WARRANTY, NEGLIGENCE OR OTHERWISE, IN NO EVENT SHALL RED AVIATION (DFW INSTRUMENT, LLC) BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, NOR SHALL RED AVIATION’S (DFW INSTRUMENT, LLC) LIABILITY FOR ANY CLAIMS OR DAMAGES ARISING OUT OF OR CONNECTED WITH THIS SALES AGREEMENT OR THE MANUFACTURE, SALES DELIVERY OR USE OF THE PRODUCTS EXCEED THE PURCHASE PRICE OF THE PRODUCT.
Governing Law, Venue Limitations of Actions: This sales agreement shall be performed in the state of Texas and shall be governed by the Uniform Commercial Code as adopted in the State of Texas, as effective amid enforce on the date hereof. Whenever a term defined by said Uniform Commercial code is used therein the definition contained in the Uniform Commercial Code is to control. No action for breach of sale, this sales agreement or any covenant or warranty arising therefrom, shall be brought more than one year after the cause of action has occurred.