Ryger- Terms and Conditions
TERMS AND CONDITIONS FOR PURCHASE OF THE “RYGER”
PLEASE TAKE A FEW MINUTES TO REVIEW THESE TERMS AND CONDITIONS ("TERMS") FOR PURCHASE OF THE RYGER.
The following terms of sale shall be applicable to all sales of the RYGER made by RYERSON, as a d/b/a of Joseph T. Ryerson & Son, Inc., and its subsidiaries (“Ryerson”).
Buyer’s placing an order for a RYGER shall constitute assent by the Buyer to these terms of sale collectively and agreement to be bound by them. IF YOU DO NOT ACCEPT THESE TERMS, THEN PLEASE DO NOT ORDER A RYGER.
1.
These Terms Prevail Over Any Other Document or Agreement. The parties intend solely for the express terms and conditions contained in these Terms to govern the purchase and sale of the Ryger (“Goods”). In the event of a conflict between these Terms and any term or condition in any other document, website, order or communication, these Terms shall control. Any terms and conditions which seek to add to these Terms, including any terms or conditions stated on an order or website, shall have and be given no effect. These Terms supersede all prior oral or written agreements, proposals, discussions, correspondence, representations, warranties and covenants. No course of prior dealings, acceptance or acquiescence in a course of performance and no usage of the trade shall be relevant to supplement, explain or modify these Terms. All representations, promises, warranties or statements by an agent or employee of Ryerson that differ in any way from this Agreement hereof shall be given no effect or force. No waiver or alteration of Terms shall be binding unless in writing signed by an authorized employee of the Ryerson.
2.
Inspection and Nonconforming Goods. Buyer shall inspect Goods received under this Agreement within five (5) business days following receipt of such Goods (“Inspection Period”) and either accept or, only if any such Goods are Nonconforming Goods (as defined below), reject such Goods. Ryerson warrants only that the goods will conform to their description as stated in the description of the Ryger on the Ryerson website and in this guide.
(A)
“Nonconforming Goods” means any goods received by Buyer from Ryerson pursuant to an Order that: (i) do not conform to the description and specifications of the Ryger as listed on the Ryerson website and on the instructions accompanying the Ryger, subject to the tolerances and variations described in subparagraph (b) of this paragraph; or (B) do not conform to the quantity of Goods ordered by Buyer pursuant to an order for one or more Rygers. Where the context requires, Nonconforming Goods are deemed to be Goods for purposes of this Agreement.
(B)
If Buyer discovers any Nonconforming Goods, Buyer must notify Ryerson prior to expiration of the Inspection Period of a detailed description of all defects and nonconformities. All defects and nonconformities that are not so specified will be deemed waived by Buyer, and such Goods shall be deemed to have been accepted by Buyer.
(C)
Upon Buyer’s timely notice to Ryerson that the Goods are nonconforming and return of such nonconforming Goods to Ryerson, Ryerson shall either: (i) replace such Nonconforming Goods with conforming Goods; or (ii) refund to Buyer such amount paid by Buyer to Ryerson for such Nonconforming Goods returned by Buyer to Ryerson. Such refund shall not include any donation amount paid by Buyer.
(D)
Buyer shall ship, at Buyer’s request and expense, all Nonconforming Goods to Ryerson’s designated location. If Ryerson exercises its option to replace Nonconforming Goods, Ryerson shall ship to the Delivery Location, at Ryerson’s expense and risk of loss, the replacement Goods.
(E)
THE REMEDIES SET FORTH IN THIS PARAGRAPH ARE BUYER’S EXCLUSIVE REMEDIES FOR THE DELIVERY OF NONCONFORMING GOODS FOR WHICH BUYER HAS ACCEPTED DELIVERY.
3.
DISCLAIMER OF OTHER WARRANTIES; NON-RELIANCE. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN PARAGRAPH 2:
(A)
THE RYGER IS OFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND. NEITHER RYERSON NOR ANY PERSON ON RYERSON’S BEHALF HAS MADE OR MAKES ANY EXPRESS OR IMPLIED REPRESENTATION OR WARRANTY WHATSOEVER, EITHER ORAL OR WRITTEN, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW; AND
(B)
BUYER ACKNOWLEDGES THAT IT HAS NOT RELIED UPON ANY REPRESENTATION OR WARRANTY MADE BY RYERSON, OR ANY OTHER PERSON ON RYERSON’S BEHALF, EXCEPT AS SPECIFICALLY PROVIDED IN THIS PA3.
4.
LIMITATION OF LIABILITY.
(A)
NO LIABILITY FOR CONSEQUENTIAL OR INDIRECT DAMAGES. IN NO EVENT SHALL RYERSON OR ITS REPRESENTATIVES BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO THE RYGER OR ANY BREACH OF THESE TERMS, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT RYERSON WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
(B)
MAXIMUM LIABILITY FOR DAMAGES. IN NO EVENT SHALL RYERSON’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE RYGER OR THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO RYERSON PURSUANT TO THE APPLICABLE ORDER GIVING RISE TO THE CLAIM.
(C)
ASSUMPTION OF RISK. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BUYER ASSUMES ALL RISK AND LIABILITY FOR THE RESULTS OBTAINED BY THE ASSEMBLY OR USE OF ANY GOODS IN THE PRACTICE OF ANY PROCESS, WHETHER IN TERMS OF PHYSICAL INJURY, DAMAGE TO PROPERTY, OPERATING COSTS, GENERAL EFFECTIVENESS, SUCCESS OR FAILURE RELATED TO THE USE OF SUCH GOODS.
5.
Shipments. Unless otherwise expressly stated, shipment may be by carrier or other means selected by Ryerson. Buyer assumes all risk of loss in transit.
6.
Miscellaneous.
(A)
Relationship of the Parties. The relationship between Ryerson and Buyer is solely that of vendor and vendee; both are independent contracting parties.
(B)
Waiver. No waiver under these Terms is effective unless it is in writing and signed by an authorized representative of Ryerson. Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated and does not operate as a waiver on any future occasion. None of the following constitutes a waiver or estoppel of any right, remedy, power, privilege or condition arising from this Agreement: (a) any failure or delay in exercising any right, remedy, power or privilege or in enforcing any condition under these Terms; or (b) any act, omission or course of dealing between the parties.
(C)
Assignment. Buyer may not assign any of its rights or delegate any of its obligations under these Terms without the prior written consent of Ryerson. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves the assigning or delegating party of any of its obligations under this Agreement.
(D)
Successors and Assigns. This Agreement is binding on and inures to the benefit of the parties and their respective permitted successors.
(E)
Jurisdiction and Choice of Law. Any action relating to the Ryger or these Terms must be brought in the state or federal courts located in Chicago, Illinois. Buyer consents and submits to the exclusive personal jurisdiction of such courts for the purposes of any such action. Such exclusive jurisdiction may be waived at Ryerson’s sole discretion. These Terms will be governed by and construed in accordance with the laws of the State of Illinois, without giving effect to any conflict of laws rules or provisions.