BUYER AGREES THAT ALL PURCHASES FROM AMERICA'S ENERGY, INC. (AEI) ARE SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS:
1. ACCEPTANCE OF TERMS: By submitting this credit application and accepting credit from AEI, Buyer agrees to be bound by these Terms and Conditions for all purchases. No terms or conditions stated by Buyer in any purchase order or other document shall apply unless specifically agreed to in writing by an authorized officer of AEI.
2. PAYMENT TERMS: Payment is due within the credit terms specified on each invoice (Net 7, Net 15, or Net 30 days from invoice date). All payments must be received by AEI on or before the due date. Payment terms are subject to credit approval and may be modified or revoked at AEI's discretion.
3. LATE PAYMENT CHARGES: Any payment not received when due shall accrue interest at the rate of one and one-half percent (1.5%) per month (18% per annum) or the maximum rate permitted by law, whichever is less, from the due date until paid in full.
4. DEFAULT: Buyer shall be in default if: (a) any payment is not made when due; (b) Buyer becomes insolvent or bankrupt; (c) Buyer makes an assignment for the benefit of creditors; (d) a receiver is appointed for Buyer's business or property; or (e) Buyer breaches any other term of this agreement.
5. SECURITY INTEREST: Buyer grants to AEI a purchase money security interest in all products sold by AEI to Buyer, and all proceeds thereof, until full payment is received. Buyer authorizes AEI to file financing statements without Buyer's signature to perfect this security interest.
6. COLLECTION COSTS: If Buyer's account becomes delinquent and is referred for collection, Buyer agrees to pay all costs of collection including, but not limited to, reasonable attorney's fees, court costs, collection agency fees, and other expenses incurred in collecting the debt.
7. CREDIT REVIEW AND MODIFICATION: AEI reserves the right to review Buyer's credit at any time and to modify, suspend, or terminate credit privileges without prior notice. AEI may require updated financial information from Buyer at any time.
8. PRICES AND AVAILABILITY: All prices are subject to change without notice. Product availability is not guaranteed. AEI reserves the right to allocate products among customers during periods of short supply.
9. TITLE AND RISK OF LOSS: Title to and risk of loss for all products shall pass to Buyer upon delivery by AEI or its carrier to the delivery location specified by Buyer. Buyer is responsible for inspecting products upon delivery and noting any shortage or damage on the delivery receipt.
10. CLAIMS AND RETURNS: Claims for shortages or defects must be made in writing within five (5) business days of delivery. Products may not be returned without prior written authorization from AEI. Authorized returns may be subject to a restocking fee of up to 25%.
11. WARRANTIES: AEI makes no warranties, express or implied, regarding the products sold, including any implied warranties of merchantability or fitness for a particular purpose. Buyer's sole remedy for any product defect shall be replacement of the defective product or refund of the purchase price, at AEI's option.
12. LIMITATION OF LIABILITY: AEI's liability for any claim arising from the sale of products shall not exceed the purchase price of the products giving rise to the claim. AEI shall not be liable for any consequential, incidental, special, or indirect damages.
13. FORCE MAJEURE: AEI shall not be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, labor disputes, supply chain disruptions, or government regulations.
14. GOVERNING LAW AND VENUE: This agreement shall be governed by the laws of the State of Arizona without regard to conflict of law principles. Any legal action arising from this agreement must be brought exclusively in the state or federal courts located in Maricopa County, Arizona. Buyer consents to the jurisdiction and venue of such courts.
15. CREDIT INVESTIGATION: Buyer authorizes AEI to investigate Buyer's credit history, obtain consumer and business credit reports, and verify information provided in the credit application. Buyer authorizes all trade references, banks, and other creditors to release credit and financial information to AEI.
16. ENTIRE AGREEMENT: These Terms and Conditions, together with the credit application and any applicable invoices, constitute the entire agreement between Buyer and AEI regarding credit purchases. No modification shall be effective unless in writing and signed by an authorized officer of AEI.
17. SEVERABILITY: If any provision of this agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
18. WAIVER: No waiver by AEI of any breach of this agreement shall constitute a waiver of any other breach. AEI's failure to enforce any right under this agreement shall not constitute a waiver of that right.