Building quality filter elements
281-951-0202

Terms and Conditions

TMEC PROCESS FILTRATION, LLC

TERMS AND CONDITIONS OF SALE

The following terms and conditions govern all quotations of prices by TMEC Process Filtration, LLC (hereinafter referred to as TPF) for its products, services and materials, whether made pursuant to oral or written orders; and shall control all matters and dealings between TPF and the named BUYER.

  1. TERMS AND CONDITIONS TO GOVERN. The terms and conditions herein contained represent the final and complete agreement of TPF and BUYER and no term(s) or condition(s) in any way modifying or changing the provisions contained herein shall be binding upon TPF unless made in writing and executed by an officer or other duly authorized person of TPF. No modifications or any of these terms shall be effected by BUYER’s purchase order, or shipping request or any similar form which contains printed terms and conditions which are additional to or different from the terms contained herein. If any term, clause or provision contained herein is declared or held invalid by a court of competent jurisdiction, such declaration or holding shall not affect or dismiss the validity of any other term, clause or provision herein contained.
  2. ACCEPTANCE OF ORDERS. All orders of BUYER to TPF are subject to written confirmation by duly authorized TPF personnel. Shipment of goods without written price verification shall not constitute acceptance by TPF of the price contained in the order.
  3. PRICE. Prices (including any transportation charges) are subject to change without notice unless specifically designated as firm for a specific period pursuant to a written quote or written sales acceptance issued or verified by a duly authorized officer or other duly authorized personnel of TPF. A price designated as firm for a specified period may be revoked by TPF if the revocation is in writing and is mailed to the BUYER prior to the time a written acceptance of the price is received by TPF from BUYER. All prices and deliveries are Ex-Works (Incoterms 2000) TPF’s facility in Houston, Texas unless otherwise noted in TPF’s Quotation Document. TPF reserves the right to cancel orders in the event selling prices are inconsistent with prices established by government regulations.
  4. TRANSPORTATION. Unless otherwise provided in writing executed by TPF and BUYER, TPF shall use its judgment in determining carrier and routing. In any case, TPF shall not be liable for any delays or excessive transportation charges resulting from its selection.
  5. PACKING. Unless otherwise provided in writing, executed by TPF and BUYER, TPF will comply only with its minimum packing standards for the method of transportation selected. The cost of all special packing, loading or bracing requested by BUYER will be paid for by BUYER.
  6. PAYMENT TERMS. Unless otherwise provided in writing executed by TPF and BUYER, payment terms are Net 30 Days from shipment date (or notice of readiness for shipment), with a carrying charge of 1.5% per month accruing and payable for payments received after 30 days.
  7. TAXES. Prices do not include taxes. Taxes are paid by BUYER upon invoice from TPF unless BUYER provides a valid exemption certificate acceptable to the taxing authority and TPF or unless TPF is forbidden by law from collection of said taxed from BUYER.
  8. TITLE AND RISK OF LOSS. Unless otherwise agreed to in writing, delivery to carrier (or notice of readiness for shipment) shall constitute delivery to BUYER and thereafter risk of loss or damage shall pass to BUYER. Any claim of BUYER relative to damage during shipping or delivery shall be made directly to the carrier. Any claims by BUYER against TPF for shortage or damage occurring prior to such delivery to carrier must be made within five (5) days after receipt of the goods and accompanied by original transportation bill signed by carrier noting that carrier received the goods from TPF in the condition claimed. Notwithstanding passage of the risk of loss to BUYER, title and right of possession to the goods sold hereunder shall remain with TPF until all payments hereunder, including deferred payments evidenced by notes or otherwise, interest carrying charges and attorneys fees, shall have been made in cash, and BUYER agrees to do all acts necessary to perfect and maintain such right and title in TPF as from time to time requested by TPF.
  9. RETURN OF PRODUCTS. Goods cannot be returned, and orders once accepted by TPF, cannot be canceled except upon the written approval of TPF’s authorized personnel. All goods returned to TPF without its prior written approval will be refused and returned by the carrier to the BUYER.
  10. REASONABLE ATTORNEY’S FEES. In the event suit or other proceedings shall be brought for the recovery of the purchase price, or any unpaid balance, or the breach by BUYER of any terms herein contained, BUYER shall pay to TPF, in addition to any damages provided by law, reasonable attorney’s fees and any costs of collection.
  11. LIABILITY. TPF, its officers, directors, shareholders or properties, shall not be responsible, obligated, or liable for any injury by damage resulting from an application or use of its products, either singly or in combination with other products, arising out of acceptance of BUYER’s orders. TPF shall have no liability for errors in weight or quantity delivered unless claim is made by BUYER within five (5) days after receipt of shipment and accompanied by original transportation bill signed by carrier noting that carrier received the goods from TPF in the condition claimed, if such timely claim is made by BUYER. TPF may either ship the quantity necessary to make good the deficiency or, at TPF’s option, credit BUYER with the invoice price of the deficiency.
  12. LIMITED WARRANTY.  TPF warrants its replacement filter elements against failure due to defect in materials and workmanship for the period of eighteen (18) months from the date of purchase or twelve (12) months from the date of installation.  TPF’s obligation under this warranty covers replacing the failed product, including transportation charges, only.  Filter element performance widely varies depending upon service conditions, and is not covered under this warranty.  This warranty does not cover failure due to misapplication, misuse, abuse, accident, tampering, corrosion, modification, or improper installation or operation.  TPF must be notified of any claim under this warranty within thirty (30) days of the date of failure.  TPF, at its discretion, will either physically visit the site where the reported failure occurred or request that all failed or damaged parts be shipped prepaid to TPF’s facilities.  TPF’s obligation to repair or replace defective or nonconforming goods and equipment damages (referred to specifically in this paragraph) associated with the use of such goods shall constitute BUYER’s sole and exclusive remedy, and the limit of TPF’s liability, for failure of the goods to conform to the limited warranty hereunder.  TPF HEREBY DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED WITH RESPECT TO ANY GOODS SOLD OR DELIVERED PURSUANT HERETO.
  13. REMEDIES AND LIMITATION OF LIABILITY. TPF shall not be liable for incidental or consequential losses, damages, or expenses arising directly or indirectly from the sale, handling or use of the goods or from any other cause relating thereto. TPF’s liability in any other case, including for claims of breaches of warranty or negligence is exclusively limited, at TPF’s option, to the replacement of goods not complying with their agreement, the repayment of, or crediting BUYER with, an amount equal to the purchase price of such goods, or repairing or arranging for repair of the goods. If TPF requests the return of the goods, the goods will be redelivered to TPF in accordance with TPF’s instructions. The remedies contained herein constitute the sole recourse of BUYER against TPF for breach of any use of the goods delivered hereunder. In no event shall the liability of TPF exceed the purchase price of the specific item to which such warranty related.
  14. CHOICE OF LAW. This agreement and matters connected with the performance thereof shall be construed in accordance with, and governed by the law of the State of Texas as if it were executed and performed entirely in Houston, Harris County, Texas. Further, it shall be construed to be between merchants.
  15. CREDIT APPROVAL.  Shipment of the items set forth in the Order Acknowledgment shall at all times be subject to the approval of TPF’s credit department.  TPF may at any time decline to make any shipment except upon receipt of payment or security or upon terms and conditions satisfactory to TPF.
  16. SHIPMENT.  Shipping dates are approximate and may be contingent upon the prompt receipt from BUYER of drawing and data approval, or written release for procurement and fabrication.
  17. INTELLECTUAL PROPERTY RIGHTS.  All manufacturers’ descriptions, names and part numbers are for reference only.  All trade names referenced are the trademarks, service marks or registered trademarks of their respective holders.  TPF does not claim to produce other manufacturer’s filter elements or any association with or endorsement from these entities.  TPF shall have no liability for infringement of any patents, trademarks, copyrights, trade dress, trade secrets or similar rights.  Buyer agrees to solely seek relief from the manufacturer of the goods.  If a claim is based on information provided by BUYER or if the design for an Item is specified in whole or in part by BUYER, BUYER shall defend and indemnify TPF for all costs, expenses or judgments resulting from any claim that such Item infringes any patent, trademark, copyright, trade dress, trade secret or any similar right.
  18. INSTALLATION, INITIAL OPERATION AND SERVICE, LIFTING DEVICES.  All material shall be installed by and at the expense of BUYER.  Should BUYER request the services of TPF, such service shall be rendered and charged at the established rate at the time of performing said service, plus all other expenses including travel, hotel bills and living expenses.  TPF assumes no liability for BUYER’s use or application of lifting devices attached to or installed on product or material provided by TPF.  Lifting devices such as eye bolts, rings, loops, clips, etc. when permanently attached to component parts are intended to lift only those components to which they are attached.
  19. CORROSION AND VIBRATION.  TPF shall have no responsibility, without any exceptions, for the determination of any corrosion allowance in any equipment which it builds or quotes.  This decision is the responsibility of BUYER.  Accordingly, TPF shall not be responsible for loss or damage resulting from any failure to provide corrosion allowance or anti-corrosive materials, or from deterioration of any part of the equipment due to corrosion, erosion, flow induced tube vibration, or any other causes regardless of when such deterioration occurs.  In addition, TPF shall not be responsible for excessive fouling of the equipment by material such as coke, silt, scale or any foreign substance that may be deposited.
  20. TPF’S RIGHT OF POSSESSION.  TPF shall have the right, in addition to all others it may possess, at any time, for credit reasons or because of BUYER’s default, to withhold shipments, in whole or in part, and to recall goods in transit, retake same, and repossess all goods which may be stored with TPF for BUYER’s account, without the necessity of taking any other proceedings, and BUYER consents that all goods so withheld, recalled, retaken or repossessed shall become TPF’s absolute property, provided that BUYER is given full credit there for.  The foregoing shall not be construed as limiting, in any manner, any of the rights or remedies available to TPF because of any default by BUYER.
  21. FORCE MAJEURE.  TPF shall not be liable for any delay in its performance or in the delivery or shipment of goods, or for any damages suffered by BUYER or its customers by reason of such delay, if such delay is, directly or indirectly, caused by, or in any manner arises from, fires, floods, accidents, civil unrest, acts of God, war, governmental interference or embargoes, strikes, labor difficulties, shortage of labor, fuel, power, materials, or supplies, transportation delays, or any other cause (whether or not similar in nature to any of those hereinbefore specified) beyond its control.

Disclaimer

* All manufacturers' descriptions, names and part numbers are for reference only. All trade names referenced are the trademarks, service marks or registered trademarks of their respective holders. Switch Filtration™, LLC does not claim to produce other manufacturers' filter elements or to suggest any association with or endorsement from these entities.

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1423 East Richey Rd, Ste. 200
Houston, Texas 77073 USA
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Phone: 281.951.0202