Terms & Conditions
The following terms and conditions (“Terms”) govern any sales order or purchase order (an “Order”) entered into between Stanley Industries, Inc. (“Stanley”) and any customer of Stanley (“Customer”). These Terms, along with any Order, comprise the entire agreement between Stanley and Customer, and supersede all prior understandings, agreements, representations and warranties, and communications, both written and oral, between Stanley and Customer, and supersede Customer’s terms and conditions of purchase. These Terms may only be amended or modified in writing, signed by an authorized representative of each of Stanley and Customer. Stanley warrants to Customer for a period of 10 days (the “Warranty Period”) from the date of shipment of the goods sold by Stanley to Customer out of Stanley’s finishing job shop (the “Items”) that such Items will be free from material defects. SUCH WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THOSE OF MERCHANTABILITY OR FITNESS FOR ANY PURPOSE NOT EXPRESSLY SET FORTH HEREIN. NO AFFIRMATION OF ANY REPRESENTATIVE OR AGENT OF STANLEY, BY WORDS OR ACTION, SHALL CONSTITUTE A WARRANTY. THE WARRANTY HEREIN SOLELY RELATES TO SALES BY STANLEY OUT OF ITS FINISHING JOB SHOP. STANLEY MAKES NO REPRESENTATIONS OR WARRANTIES, AND EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, REGARDING ANY OTHER GOODS OR SERVICES SOLD BY STANLEY. Customer expressly agrees that, during the Warranty Period, its sole and exclusive remedy for nonconforming or defective Items shall be, in Stanley’s sole discretion, repair or replacement of such Items. In no event shall Stanley be liable to Customer or any third party for any loss of use, revenue or profit, or for any consequential, indirect, incidental, special, exemplary, or punitive damages whether arising out of breach of contract, tort (including negligence) or otherwise, regardless of whether such damages were foreseeable and whether or not Stanley has been advised of the possibility of such damages. In no event shall Stanley’s aggregate liability in connection with any Order (whether arising out of related to breach of contract, tort, fraud, negligence, strict liability, or otherwise) exceed the amount actually paid to Stanley for the Items sold under the applicable Order.