Terms and Conditions

Last Updated: October 1, 2024
Company Name: CPMR Houston, Inc.
Company Address: 6014 Gardendale Dr., Houston, TX 77092
Contact Information: 832-834-5842
Website: https://www.cpmrhouston.com/

These Terms and Conditions ("Agreement") govern your purchase of equipment and services from CPMR Houston, Inc. ("we," "our," "us"). By placing an order, accepting delivery, or engaging in any service agreement, you ("Customer") agree to be bound by the terms and conditions set forth below.

1. Definitions

"Company" refers to CPMR Houston, Inc., including its affiliates, employees, contractors, and agents.
"Customer" refers to the individual or business entity purchasing products or services from the Company.
"Products" or "Equipment" refers to industrial machinery, parts, and equipment offered for sale or repair by the Company.
"Services" refers to maintenance, installation, repair, diagnostics, and other technical services provided by the Company.
"Order" refers to the formal request made by the Customer for the purchase of Products or Services from the Company.

2. Scope of Agreement

2.1 Application
These Terms apply to all sales of Products and provision of Services by the Company. Any additional or different terms proposed by the Customer, whether in purchase orders or otherwise, are expressly rejected unless agreed to in writing by the Company.

2.2 Acceptance
By placing an Order, the Customer agrees to be bound by this Agreement. The Company’s acceptance of any Order is expressly conditional on the Customer’s assent to these Terms.

3. Orders, Pricing, and Payment

3.1 Quotations and Proposals

All prices quoted are valid for 30 days unless otherwise specified.
Any verbal quotations provided by the Company are subject to written confirmation and may change without notice.
Quotations do not include taxes, shipping, and handling charges unless specifically mentioned.
Official government documents need to be presented to Company for any tax exemptions (i.e. exempt entities or reseller certificate).

3.2 Order Placement

Orders must be submitted in writing (via email). Orders are binding only after being accepted by the Company in writing or upon shipment of the Product.
Purchase orders are required for all Orders. Orders will not proceed without a purchase order.

3.3 Purchase Orders

Purchase orders are subject to the Company’s approval. Acceptance may depend on the Customer's creditworthiness, as determined solely by the Company.
The Customer is responsible for verifying the accuracy of all details on purchase orders, including descriptions, prices, and delivery instructions.

3.4 Payment Terms

Payment is due within 30 days from the date of the invoice unless otherwise specified in a signed agreement. In some cases, advance payment or deposits may be required.
For orders over $10,000USD or with lead times greater than 2 months, the following terms shall apply:

A. 30% of order value is due at least 30 days from date of receipt of order.

B. 30% of order value is due upon delivery of Products to Company.

C. 30% of order value is due upon the completion of installation or delivery of Product.

D. 10% of order value is due 30 days from date start up and commissioning is complete.

In those cases where progress payments are required, all work on the order will cease if an installment payment is not received in accordance with the payment schedule.

Invoices not paid within the specified terms will accrue interest at a rate of 1.5% per month or the highest rate allowed by law, whichever is lower.
The Customer is responsible for all taxes, duties, and fees related to the sale.

3.5 Cancellation and Changes

Once an order has been accepted, the Customer may not cancel or modify the order without the Company’s prior written consent. Cancellation or changes may incur charges including restocking fees to cover costs already incurred by the Company.

4. Delivery, Shipping, and Title

4.1 Delivery Terms

The Company will make all reasonable efforts to meet delivery dates but will not be liable for delays due to circumstances beyond its control, such as supplier delays, labor disputes, or transportation issues.
Delivery dates provided are estimates, and failure to deliver within the time frame shall not constitute a breach.

4.2 Shipping and Risk of Loss

Risk of loss or damage to Equipment transfers to the Customer upon delivery to the shipping carrier.
The Customer is responsible for all shipping, handling, insurance, and customs duties unless otherwise agreed in writing.

4.3 Inspection Upon Delivery

The Customer must inspect all shipments immediately upon receipt. Any claims of shortages, defects, or damage must be made in writing within 7 days of receipt. Failure to notify the Company within this time frame constitutes acceptance of the delivered goods.

4.4 Export Shipments

All export shipments are subject to Customer arranging an irrevocable letter of credit in favor of the Company from a recognized American bank. Should the order fall in a category that requires progress payments, the letter of credit shall be arranged to release payment in accordance with the agreed payment schedule.

5. Services and Service Agreements

5.1 Scope of Services

The Company provides technical services such as installation, maintenance, and repair. Specific services to be rendered will be outlined in quotations or individual service agreements.
All services are performed during regular business hours unless otherwise agreed in writing.

5.2 Service Contracts

For ongoing maintenance or repair services, the Customer may enter into a service contract with the Company. The terms of these contracts will be negotiated and documented in separate agreements.

5.3 Emergency Services

Emergency services may be provided outside of normal business hours at the Company’s discretion. Additional fees may apply for such services.

5.4 Service Call Cancellations

The Customer must provide at least 24 hours’ notice for the cancellation of scheduled service calls. Failure to do so may result in a service charge.

5.5 Customer Responsibilities

The Customer must provide a safe working environment for the Company’s technicians and ensure compliance with local regulations and safety standards.

6. Warranties

6.1 Product Warranty

The Company warrants that all Products sold will be free from defects in material and workmanship under normal use for a period of 12 months from the date of delivery. Warranty claims must be submitted in writing within this period.
The Company’s sole obligation under this warranty is limited to repair or replacement of defective Products or parts.

6.2 Service Warranty

The Company warrants that all services will be performed in a professional and workmanlike manner. Service warranty is valid for 60 days after the service date.
Service warranties do not cover issues arising from misuse, neglect, or unauthorized repairs by the Customer.

6.3 Warranty Exclusions

Warranties do not apply to third-party products sold by the Company, consumable items, or damage caused by improper installation or operation, negligence, or acts of God.

7. Returns, Refunds, and Abandoned Equipment

7.1 Return Policy

No returns will be accepted without prior written authorization. The Customer must request return authorization within 15 days of delivery.
Products returned without a Return Merchandise Authorization (RMA) number will not be processed.
Returns are subject to a restocking fee of 20% of the original price, and the Customer is responsible for return shipping costs.

7.2 Non-Returnable Items

Custom-made products, special orders, and used items are not eligible for return unless specifically agreed to in writing.

7.3 Abandoned Equipment

Products or Equipment not picked up from the Company after 90 days of notification are considered abandoned items unless specifically agreed to in writing. Abandoned items become property of the Company.

8. Limitation of Liability

8.1 General Limitation
The Company’s liability for any claim, whether based on contract, tort, or otherwise, arising out of or related to this Agreement is limited to the amount paid by the Customer for the Product or Service giving rise to the claim.

8.2 Exclusion of Consequential Damages
In no event will the Company be liable for any indirect, incidental, punitive, or consequential damages (including but not limited to loss of profits or revenue) arising out of or related to this Agreement.

9. Indemnification

The Customer agrees to indemnify and hold harmless the Company from any claims, damages, liabilities, or expenses arising out of:

The Customer’s use of the Products;
Failure to comply with local laws or safety regulations;
Negligence or misconduct of the Customer or its agents.

10. Force Majeure

The Company will not be responsible for delays or failures to perform caused by events outside of its reasonable control, including natural disasters, labor strikes, governmental actions, pandemics, or transportation issues. The Company may suspend performance or cancel Orders in such cases.

11. Governing Law and Dispute Resolution

11.1 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of Texas, United States of America, without regard to its conflict of law principles.

11.2 Arbitration
All disputes arising out of or relating to this Agreement shall be resolved through binding arbitration in accordance with the rules of Company’s arbitration organization of choice. Arbitration shall take place in Houston, Texas.

12. Miscellaneous

12.1 Entire Agreement
This Agreement constitutes the entire understanding between the Company and the Customer with respect to the subject matter herein and supersedes all prior negotiations or agreements.

12.2 Severability
If any provision of this Agreement is held invalid or unenforceable, the remainder of the Agreement will remain in full force and effect.