General Terms and Conditions
Unless otherwise agreed in writing prior to initiation of the work by International Governor Service, LLC (“IGS”) the following terms and conditions shall apply:
- Payment. Customer shall pay all invoices for parts, labor and materials, supplied or performed hereunder (the "work") prior to engine shipment in United States’ funds, unless prior arrangements have been made for the extension of credit. Customer shall pay interest on all past due invoices at the highest rate allowable under the laws of the State of Colorado and shall not withhold payment of invoices pending consideration for credit under any applicable warranty.
- Prices. All work performed hereunder shall be on a time and material basis at IGS list prices in effect at the time the work is performed, except for work performed in accordance with an IGS published flat rate price. Estimates of charges for work hereunder shall be provided only upon request by Customer and shall not be deemed to be firm quotations. Prices are F.O.B. the IGS facility. Prices are subject to change without notice and are exclusive of local, county, state, federal or other applicable taxes.
- Additional Services. Engine accessory and component rentals, and engine and accessory exchanges, shall be subject to IGS’ prices, terms and conditions applicable to such transactions which shall be made available to Customer upon request.
- Delivery. Delivery of the work performed hereunder shall be F.O.B. the IGS facility. Charges for freight and transit insurance shall be to the account of Customer. IGS’ responsibility for the work and Customer's property ceases upon delivery of the work performed to the carrier; the Customer, by accepting same from carrier, agrees that the work is free of defects incurred during shipment, which a reasonably careful inspection would disclose. All shipping dates given are approximate, and while effort is made to maintain schedules, IGS shall not be liable for damages on account of delay in the progress of the work or shipment.
- Shipments by Customer. IGS shall be liable for reasonable expenses of shipments of warranty work to IGS by the Customers only upon IGS’ prior written approval. IGS shall not be liable for risk of loss or damage to the work or Customer’s property during such shipments.
- Warranty. The terms and conditions of IGS’ applicable warranty, attached hereto and incorporated by reference, shall apply to the work performed hereunder by IGS.
- Consequential Damages. In no event shall IGS be liable for special, consequential, incidental, or indirect damages, including, but not limited to, loss of revenues, loss of use of Customer's property or damages arising out of any equipment into which Customer's property may be installed.
- Indemnification. Customer shall defend, indemnify and hold IGS, its directors, officers, employees, representatives, agents, assigns, licensees, and invitees harmless from and against any and all liability, claim or demand by Customer, its directors, officers, employees, representatives, agents, assigns, licensees, and invitees or by any third party, excluding employees of IGS, arising out of the operation of Customer's property or the work performed by IGS hereunder, including, but not limited to, claims for injury to or death of persons, damages to property (including damages for loss of use thereof), and attorneys’ fees, costs and expenses incidental thereto, save and except for such liability, claim or demand resulting from the sole negligence of IGS.
- Taxes. The amount of all federal, state or local taxes applicable to the sale, use or transportation of the parts, labor and materials, supplied or performed hereunder, and all duties, imports, tariffs or other similar levies shall be added to the prices and paid by the Customer, except where the Customer shall furnish appropriate certificates of exemption there from.
- Force Majeure. IGS shall not be responsible for or deemed to be in default by reason of delays in or failure of performance of this transaction due to causes beyond its reasonable control, including but not being limited to, civil war, war between nations, insurrections, strikes, riots, fires, floods, explosions, earthquakes, serious accidents, any act of government, governmental priorities, allocations, regulations or orders affecting materials or facilities, acts of God or the public enemy, failure of transportation, epidemics, quarantine restrictions, or labor troubles causing cessation, slowdown or interruption of work, or failure of manufacturers, suppliers and subcontractors to furnish parts, labor or materials within their normal delivery times.
- Additional or Conflicting Terms. Any different or additional terms and conditions proposed by Customer as a part of this transaction are objected to by IGS, unless specifically accepted in writing.
- Applicable Law/Lien Rights. The laws of the State of Colorado shall govern this transaction, which is entered into in Broomfield County, Colorado. Customer agrees that the work performed hereunder involves part of an aircraft and that IGS may lien the work performed or the aircraft pursuant to the laws of the State of Colorado.
- Assignment. Customer may not assign this transaction in whole or in part, to a third party without the advance written approval of IGS. Any such assignment or transfer of Customer's right, title and interest in its property or the work performed shall not relieve Customer of its obligations hereunder.
International Governor Service, LLC
7290 W 118th Place
Broomfield, CO 80020
303.464.0043 • 888.808.5297 • Fax 214.956.2810 • firstname.lastname@example.org
Effective October 2011