Terms and conditions
TERMS AND CONDITIONSSeller desires to sell the vehicle parts described above, Buyer accepts the above-mentioned parts and agrees to price and delivery of the “Acquired kit”, under the terms and conditions set forth below;Buyer shall take possession of the kit, 120 Days as of this agreement signature date (“Delivery Date”). If delivery is to be made at a date after the execution of this contract, acquired vehicle will be delivered in the same condition as inspection condition. Delivery terms shall be EXW – ExWorks (2000 and 2010). Seller is only responsible for providing the documents needed to deliver the kit to the Buyer. All registration, shipping, insurance, transportation and customs etc. shall be borne by the Buyer.IV.WARRANTY AND CONTINUATION OF WARRANTIESThis kit is sold “AS IS”, and Seller does not in any way, expressly or impliedly, give any warranties to Buyer. The Seller shall not and will never be responsible or liable for any current or future defects whatsoever even if they were hidden defects of whatsoever kind. All representations and warranties contained in this Agreement (if any) shall continue in full force and effect after execution of this agreement. If either party later learns that a warranty or representation that it made is untrue, it is under a duty to promptly disclose this information to the other party in writing. No representation or warranty contained herein shall be deemed to have been waived or impaired by any investigation made by or knowledge of the other party to this Agreement.V.BUYER REPRESENTATIONThe Buyer may have an individual represents themselves for signing this agreement as long as said individual provides to Seller that he or she has the power and authority to do so on behalf of Buyer.
Indemnification of attorneys Fees and out-of-pocket costs. Should any party materially breach this agreement(including representations and warranties made to the other side), the non-breaching party shall be indemnified by thebreaching party for its reasonable attorneys fees and out-of-pocket costs which in any way relate to, or were precipitatedby, the breach of this contract (including the breach of representations or warranties). This provision shall not limit inany way the remedies either party may have otherwise possessed in law or equity relative to a breach of this contract.The term “out- of-pocket costs”, as used in this contract, shall not include lost profits.
The Seller shall not be liable to the Buyer for any delay nor non-performance of its obligations under this Agreementarising from any cause or causes beyond its reasonable control including, and without limitation to, any of thefollowing: act of God, governmental act, war, fire, flood, explosion or civil commotion. In the event of Seller being sodelayed or prevented from performing its obligations it shall give notice in writing of delay or prevention to the Buyeras soon as reasonably possible stating date and extent of such delay or prevention and the cause thereof. The Sellershall resume performance of its obligations as soon as reasonably possible after the removal of the cause and shallnotify the Buyer. In the event of any such delay or prevention, Seller may defer delivery date of orders for Productsfor a period equal to that time of such delay. In the event that such cause continues for more than one (1) month theSeller may terminate this Agreement on ten (10) days’ written notice to the Buyer.
VIII.ENTIRE AGREEMENT AND SEVERABILITY
This Agreement, including the attachments mentioned in the body as incorporated by reference, sets forth the entireagreement between the Parties about the subject matter hereof. All prior agreements, representations and warranties,express or implied, oral or written, with respect to the subject matter hereof, are hereby superseded by this agreement.
In the event any provision of this Agreement is deemed to be void, invalid, or unenforceable, that provision shall besevered from the remainder of this Agreement so as not to cause the invalidity or unenforceability of the remainder ofthis Agreement. All remaining provisions of this Agreement shall then continue in full force and effect. If any provisionshall be deemed invalid due to its scope or breadth, such provision shall be deemed valid to the extent of the scope andbreadth permitted by law.
IX.MODIFICATION AND ACKNOWLEDGMENTS
Except as otherwise provided in this document, this agreement may be modified, superseded, or voided only upon thewritten and signed agreement of the Parties. Further, the physical destruction or loss of this document shall not beconstrued as a modification or termination of the agreement contained herein. Each party acknowledges that he or shehas had an adequate opportunity to read and study this Agreement, to consider it, to consult with attorneys if he or shehas so desired.
X.EXCLUSIVE JURISDICTION AND ACCEPTANCE
The Parties, by entering into this agreement, submit to full jurisdiction in Lebanon. The courts of Beirut shall haveexclusive full jurisdiction over any disputes between the parties relative to this agreement. This Agreement shall beinterpreted under, and governed by, the laws of Lebanon.
Both signing parties acknowledge the acceptance and agreement of all terms, conditions and deliverables. IN WITNESS THEREOF, the parties have executed this agreement.