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CARRIER CORPORATION
<br />TERMS AND CONDITIONS OF
<br />SALE — EQUIPMENT AND/OR SERVICE
<br />1. PAYMENT AND TAXES - Payment shall be made net 30 days
<br />from date of invoice. Carrier reserves the right to require cash payment
<br />or other alternative method of payment prior to shipment or completion
<br />of work if Carrier determines, in its sole discretion, that Customer or
<br />Customer's assignee's financial condition at any time does not justify
<br />continuance of the net 30 days payment term. In addition to the price,
<br />Customer shall pay Carrier any taxes or government charges arising
<br />from this Agreement. If Customer claims that any such taxes or
<br />government charges do not apply to the transactions governed by this
<br />Agreement, Customer shall provide Carrier with acceptable tax
<br />exemption certificates or other applicable documents.
<br />2. EXTRAS - Equipment, parts or labor in addition to those specified
<br />in this Agreement will be provided upon receipt of Customer's written
<br />authorization, paid for as an extra at Carrier's prevailing labor rates
<br />and equipment/parts charges, and subject to the terms of this
<br />Agreement.
<br />3. RETURNS - No items will be accepted for return without prior
<br />written authorization. Returned goods may be subject to a restocking
<br />charge. Special order and non -stock items cannot be returned.
<br />4. SHIPMENT - All shipments shall be F.O.B. shipping point, freight
<br />prepaid and allowed to the job site. Shipment dates quoted are
<br />approximate. Carrier does not guarantee a particular date for shipment
<br />or delivery.
<br />5. PARTIAL SHIPMENT - Carrier shall have the right to ship any
<br />portion of the equipment, goods or other materials included in this
<br />Agreement and invoice Customer for such partial shipment.
<br />6. DELAYS - Carrier shall not be liable for delays in manufacturing,
<br />shipping or delivery by causes beyond the control and without the fault
<br />or negligence of Carrier, including but not restricted to acts of God,
<br />acts of a public enemy, acts of government, acts of terrorism, fires,
<br />floods, epidemics, quarantine restrictions, freight embargoes, supplier
<br />delays, strikes, or labor difficulties (collectively "Force Majeure
<br />Events"). Carrier agrees to notify Customer in writing as soon as
<br />practicable of the causes of such delay. In the event that any materials
<br />or equipment to be provided by Carrier under this Agreement become
<br />permanently unavailable as a result of a Force Majeure Event, Carrier
<br />shall be excused from furnishing such materials or equipment.
<br />7. WARRANTY - Carrier warrants that all equipment manufactured
<br />by Carrier Corporation and all Carrier equipment, parts or components
<br />supplied hereunder will be free from defects in material and
<br />workmanship Carrier shall at its option repair or replace, F.O.B. point
<br />of sale, any equipment, part or component sold by Carrier and
<br />determined to be defective within one (1) year from the date of initial
<br />operation or eighteen (18) months from date of shipment, whichever is
<br />earlier. Carrier does not warrant products not manufactured by Carrier
<br />Corporation, but it does pass on to Customer any transferrable
<br />manufacturer warranties for those products. Carrier warrants that all
<br />service provided by Carrier hereunder shall be performed in a
<br />workmanlike manner In the event any such service is determined to
<br />be defective within ninety (90) days of completion of that service,
<br />Carrier shall at its option re -perform or issue a credit for such service.
<br />Carrier's obligation to repair or replace any defective equipment, parts
<br />or components during the warranty period shall be Customer's
<br />exclusive remedy. Carrier shall not be responsible for labor charges
<br />for removal or reinstallation of defective equipment, parts or
<br />components, for charges for transportation, handling and shipping or
<br />refrigerant loss, or for repairs or replacement of such equipment, parts
<br />or components, required as a consequence of faulty installation,
<br />misapplication, vandalism, abuse, exposure to chemicals, improper
<br />servicing, unauthorized alteration or improper operation by persons
<br />other than Carrier. THIS WARRANTY IS GIVEN IN LIEU OF ALL
<br />OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY
<br />INCLUDING THE IMPLIED WARRANTIES OF
<br />MERCHANTABILITY AND FITNESS FOR A PARTICULAR
<br />PURPOSE.
<br />8. WORKING HOURS - All services performed under this
<br />Agreement, including but not limited to, major repairs, are to be
<br />provided during Carrier's normal working hours unless otherwise
<br />agreed.
<br />9. CUSTOMER RESPONSIBILITIES (Service Contracts only) -
<br />Customer shall:
<br />• Provide safe and reasonable equipment access and a safe
<br />work environment.
<br />• Permit access to Customer's site, and use of building
<br />services including but not limited to: water, elevators,
<br />receiving dock facilities, electrical service and local
<br />telephone service.
<br />• Keep areas adjacent to equipment free of extraneous
<br />material, move any stock, fixtures, walls or partitions that
<br />may be necessary to perform the specified service.
<br />• Promptly notify Carrier of any unusual operating conditions.
<br />• Upon agreement of a timely mutual schedule, allow Carrier
<br />to stop and start equipment necessary to perform service.
<br />• Provide adequate water treatment.
<br />• Provide the daily routine equipment operation (if not part of
<br />this Agreement) including availability of routine equipment
<br />log readings.
<br />• Where Carrier's remote monitoring service is provided,
<br />provide and maintain a telephone line with long distance
<br />direct dial and answer capability.
<br />• Operate the equipment properly and in accordance with
<br />instructions.
<br />• Promptly address any issues that arise related to mold, fungi,
<br />mildew or bacteria.
<br />• Identify and label any asbestos containing material that may
<br />be present. The customer will provide, in writing, prior to
<br />the start of a job, a signed statement regarding the absence
<br />or presence of asbestos for any job where the building or the
<br />equipment to be serviced is older than 1981. Should this
<br />document state that no asbestos is present, the customer will
<br />also provide in writing the method used to determine the
<br />absence of asbestos.
<br />10. EXCLUSIONS - Carrier is not responsible for items not normally
<br />subject to mechanical maintenance including but not limited to: duct
<br />work, casings, cabinets, fixtures, structural supports, grillage, water
<br />piping, steam piping, drain piping, cooling tower fill, boiler tubes,
<br />boiler refractory, disconnect switches and circuit breakers. Carrier is
<br />not responsible for repairs, replacements, alterations, additions,
<br />adjustments, repairs by others, unscheduled calls or emergency calls,
<br />any of which may be necessitated by negligent operation, abuse,
<br />misuse, prior improper maintenance, vandalism, obsolescence,
<br />building system design, damage due to freezing weather,
<br />chemical/electrochemical attack, corrosion, erosion, deterioration due
<br />to unusual wear and tear, any damage related to the presence of mold,
<br />fungi, mildew, or bacteria, damage caused by power reductions or
<br />failures or any other cause beyond Carrier's control. Carrier shall not
<br />be required to perform tests, install any items of equipment or make
<br />Equipment and/or Service
<br />CCS-TCES 031919
<br />Carrier Corporation 2
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