Return Policy: Once payment is received by Lake Erie Scooters, LLC, (“Supplier“) for custom manufactured personal electric vehicles (“Products”) from the first party purchaser (“Customer“) all sales are final.
Confidentiality: Unless otherwise noted, all customer information given to Supplier, and any information received by customer from Supplier (“the Seller”) is deemed to be confidential including but not limited to; pricing, product specifications, facility information, and general know how.
Acknowledgment of Acceptance: All representations relating to the goods and services of the Supplier are contained in this Agreement (“Agreement“). Customer acknowledges that they have read and understood all terms and conditions herein and the purchase of the Products from Supplier constitutes the Customer’s acceptance of the terms set forth herein.
Vehicle Maintenance Agreement: Customer agrees to ensure proper usage and perform regular maintenance of the vehicle(s). Customer agrees to immediately upon receipt of the Product(s) charge the vehicle(s) before their initial use for a full 8 hours, and as required, agrees to maintain a fully charged battery after every use on a regular basis. Customer agrees that if the vehicles are not in use for the period of time of 14 days or longer, Customer will be responsible to completely charge each battery (including spare batteries) to ensure each battery is being stored at a full charge capacity at all times. Customer agrees not to allow batteries to completely discharge whether in use or not in use. If full discharge occurs during normal operations, by discontinued use, or during long-term storage, Customer agrees to immediately discontinue use of the Product and replace the battery before resuming any normal operations of the Product(s) in an effort to prevent any potential electrical malfunction because of Customer negligence and improper maintenance.
Indemnification: Customer agrees to indemnify, defend and hold harmless Supplier, and its managers, members, shareholders, officers, directors, employees, agents, assigns, affiliates, representatives, shareholders, parent and subsidiaries, and their agents and dealer Lake Erie Scooters, LLC, from and against any and all losses, claims, damages, costs, charges, expenses, liabilities, demands, proceedings and actions, including, without limitation, attorneys’ fees and costs (collectively, “Claims”), arising out of or as a result of in any way related to Customer’s negligence, acts or omissions, whether arising out of contract, tort, or otherwise including but not limited to or by reason of (i) the sale, including but not limited to shipping, parts, warranty, production, service, of the Product; (ii) any modification or alteration of the Products; (iii) any personal injury action relating to the Products sold; (iv) any damages or losses relating to or unrelated to the maintenance procedures of the Products whether proper or improper including battery charging and maintenance of the Products sold; (v) any misrepresentation by Customer to the Company or to clients or consumers regarding the nature of the Products; (vi) any false or misleading information disseminated to the public by Customer regarding the Products; (vii) the negligence of Customer and its affiliates; (viii) any breach of this Agreement by Customer; and (iv) any material breach of this Agreement. Customer agrees to indemnify, defend and hold harmless Supplier from and against any and all Claims arising as a result of or by reason of any material breach by Customer of this Agreement.
Third Party Beneficiary: Supplier expressly disclaims any liability, replacements or warranties made for the benefit of any third party, including, but not limited to, any third party to whom the Customer may sell or transfer the goods which are subject to this Agreement (“Agreement”).
Limitation of Liability: Supplier shall not be responsible or held liable to Customer for indirect, consequential, incidental, special or exemplary damages, including but not limited to, loss of revenue or anticipated profits, loss of investment, loss of product, business interruption or lost business, personal injuries or any payments due for personal injury, even if Seller has been advised by of the possibility of such damages. Notwithstanding the foregoing, any liability incurred by Seller, including obligations under any indemnity, shall be limited to the value of the products actually purchased by Customer from SELLER that gave rise to the claim or liability, and in no circumstances shall exceed the lesser of (i) Customer’s insurance deductible; (ii) $500,000 per occurrence, (iii) $1,000,000 in the aggregate. These terms shall apply regardless of the form of action, whether in contract, in tort (including negligence and strict liability) or otherwise, and extends to Seller’s employees, agents, and representatives as third-party beneficiaries.
Custom Manufacturing and Shipping: Please allow up to 10-15 business days for custom manufacturing production and up to 22-35 days for FOB ocean freight shipping depending on the size of the order and port of destination requested or required. Air shipping for sample single units sales of Products may take up to 15 days for delivery and may require a VAT to countries outside of the USA to be paid for by the receiver at the time of delivery. For continental USA wholesale order deliveries, Products are delivered to your Ship To Address listed on your Paid Invoice (unless otherwise noted) after final QC inspection, testing, thorough packaging, cargo loading, export examinations and document filings, import filings, and vessel departure. Please allow time for Products to arrive to the port of destination including offloading of cargo from vessel, governmental agency import procedures, Customs inspections, exams, transport, deconsolidation, warehouse storage, final inspections, coordination of logistics to final destination, pickup and delivery to the final destination, including any reasonable periods of time or delays resulting in unfavorable weather conditions, force majeure, or other exigent circumstances not mentioned or otherwise beyond the control of the Supplier. Wholesale customers with orders arriving by FOB ocean freight shipment shall be responsible for their costs to inspect all Products and all other importation costs including, without limitation, the costs for the inspections conducted by the United States Customs or other customs authority. Supplier shall have no obligation to provide any labeling or warnings in a language other than English. Customer assumes all risks in shipment of the Products. For shipments outside the continental USA including Alaska, Hawaii, Canada, Europe and Australia please contact your sales representative for logistics and shipping details.
Parts Replacement Policy: All products are custom manufactured to order for Customer, Products are in new condition upon delivery to Customer(s), and are sold in AS-IS condition. It is recommended that wholesale buyers (“Retailers”) of the Products purchase and maintain a minimum amount of spare parts for their independent retail sales and service requirements for the Products. This parts replacement policy extends only to the original purchaser of the Products from the Supplier for a period of 1 year from the vessel departure or shipping date, does not extend to any 3rd parties whatsoever under any condition, and includes OEM parts replacements of OEM parts defects only, excluding brake pads and tires. Replacement parts are ordered and to be delivered at the time of the Supplier’s following shipment arrival. Customer is responsible for costs of shipping of replacement parts. This parts replacement policy does not cover damage caused by misuse or abuse; accident; the attachment of any unauthorized accessory; alteration to the product; improper assembly or installation; unauthorized repairs or modifications; improper use of electrical/power supply; loss of power; dropped product; malfunction or damage of an operating part from failure to provide manufacturer’s recommended maintenance; transportation damage; theft; neglect; vandalism; or environmental conditions; loss of use during the period the product is at a repair facility or otherwise awaiting parts or repair; or any other conditions whatsoever that are beyond the control of the Supplier. Parts replacements are effective to the original purchaser and only if the product is purchased and operated in the country in which the product is purchased. A product that requires modifications or adoption to enable it to operate in any other country than the country for which it was designed, manufactured, approved and/or authorized, or repair of products damaged by these modifications is not covered under this policy. Supplier expressly disclaims any liability or warranties made for the benefit of any third party, including, but not limited to, any third party to whom the Customer may sell or transfer the goods, which are subject to this Agreement (“Agreement”). THE POLICY PROVIDED HEREIN SHALL BE THE SOLE AND EXCLUSIVE POLICY FOR PARTS REPLACEMENTS. THERE SHALL BE NO OTHER PARTS REPLACEMENT POLICIES EXPRESS OR IMPLIED INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS OR ANY OTHER OBLIGATION ON THE PART OF THE SUPPLIER WITH RESPECT TO PRODUCTS COVERED BY THIS PARTS REPLACEMENT POLICY.
Disclaimer of Warranty: The Products are sold AS-IS without any warranty between Supplier and Customer unless otherwise set forth in a separate warranty agreement signed by the Parties which warranty agreement Company (Supplier) is not obligated to tender. Customer hereby assumes the risk of use, sale, re-sale and distribution of the Products. SELLER HEREBY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR USE, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AND THE WARRANTIES ARE HEREBY SPECIFICALLY EXCLUDED BY SUPPLIER. IN NO EVENT WILL SUPPLIER (SELLER) BE LIABLE, OR IN ANY WAY BE RESPONSIBLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND. IN ADDITION TO THE FOREGOING, Customer agrees that Supplier’s entire liability to Customer AND ANY other PARTIES for any cause of action under this Agreement, regardless of the form shall, in the aggregate, be limited to FIVE HUNDRED DOLLARS. Exemption: Those customers who have either signed one of the Supplier’s policies or agreements OR if there is a separate agreement signed by both Seller and Customer then those Customers may be exempt from certain provisions of this Agreement. In this situation, if a provision in the agreement Customer has signed conflicts with this Agreement then that provision in the signed agreement will supersede the provision herein and govern the subject matter. The remainder of provisions that do not conflict with provision in such written agreement will be governed by the provisions in this Agreement.
Venue and Choice of Law: The Agreement shall be deemed entered into the State of Pennsylvania and shall be construed and enforced in accordance with Pennsylvania law. The parties agree that the Pennsylvania courts shall have jurisdiction and shall be the proper place of venue with respect to any litigation relating to, or arising out of, this Agreement. The Customer waives the right to trial by jury in any action related to or arising from this Agreement.
Attorneys’ Fees and Costs: Customer agrees to pay Supplier all costs of the collection and enforcement of this Agreement, including attorneys’ fees and costs, whether incurred in or out of court for any Claim or cause whatsoever.
Assignability: The Customer may not assign its rights or obligations under this Agreement without Supplier’s consent. This Agreement shall be binding upon the parties hereto, their heirs, assigns, or successors in interest by merger, operation of law, or by purchase of the entire or substantially all the business or product sold to Customer by Supplier.
Conflicts: The terms of this Agreement shall control if in conflict with the terms of the Customer’s purchase order. Terms and Conditions may be changed, modified, or updated by Supplier at any time.
Survival: The sections contained in this Agreement and all other sections providing for limitation of or protection against liability of Supplier in this Agreement shall apply notwithstanding any other provision of this Agreement and shall survive termination, cancellation or expiration of this Agreement.
Entire Agreement: This Agreement represents the entire understanding and agreement between the Parties with respect to the subject matter hereof, and supersedes all other negotiations, understandings and representations (if any) made by and between such Parties.
Amendments: The provisions of this Agreement may not be amended, supplemented, waived or changed orally, but only by a writing signed by the Party as to whom enforcement of any such amendment, supplement, waiver or modification is sought and making specific reference to this Agreement.
Binding Effect: All of the terms and provisions of this Agreement whether so expressed or not, shall be binding upon, inure to the benefit of, and be enforceable by the Parties and their respective legal representatives, successors and permitted assigns.
Notices: Any notice required or permitted to be given under this Agreement shall be deemed properly made if in writing and if delivered by hand, or if addressed and mailed by certified mail, return receipt requested, to its principal office in the case of Supplier, or to the Customer’s (or Retailer’s) principal office as reflected in the paid invoice, or at such other address as either Party may hereafter designate by written notice to the other Party.
Severability: If all or any part of this Agreement is found invalid or unenforceable pursuant to judicial decree, the remainder shall remain valid and enforceable according to its terms. The parties further agree to replace any such void or unenforceable provision of this Agreement with a valid and enforceable provision, which will achieve, to the extent possible, the economic, business, and other purposes of the void or unenforceable provision.
Mutual Non-Disparagement: The parties agree not to make any statements, written or verbal, or cause or encourage others to make any statements written or verbal, that defame, disparage or in any way criticize the personal or business reputation, practices, or conduct of the Company Triad Electric Vehicles, or its dealer Lake Erie Scooters, LLC, part or future employees, directors, agents, affiliates and officers. The parties acknowledge and agree that this prohibition extends to electronic media, videos, audio recordings, photographs, and includes statements written or verbal, made to anyone, including but not limited to, the news media, internet, competitors, employees (past and present), and clients. The parties with this purchase agree that this paragraph is a material provision of this Agreement and that any breach of this paragraph shall be a material breach of this Agreement, and that each Party would be irreparably harmed by violation of this provision.
Copyright and Trademarks: Supplier does not grant any Customer (Reseller or Retailer) any right, license, title or interest in any of the trademarks, Intellectual Property or copyrighted material used or owned by Supplier. If there is a license between the parties, it shall be in a separate signed agreement between the Parties, which Supplier is not obligated to enter into. If Supplier enters into a license agreement, Supplier reserves the right to terminate the agreement at any time. The information contained in User’s Manual is not for pubic use and is intellectual property of the Supplier. User’s Manuals in whole or in part, with consideration to all text and photography, is not to be copied, posted online or transmitted electronically in any way, shape or form. User’s Manuals are for Customer use only, and are not to be considered as marketing material, are not intended for promotional use, and are prohibited for use in advertising purposes. Persons who fail to comply with these terms may be subject to legal copyright and trademark infringement penalties, which may include fines by United States federal judiciary authorities.