1. STANDARD TERMS AND CONDITIONS

    1. These terms and conditions of sale (hereafter called “Terms”) are the only terms which govern the sale of goods (hereafter called “Products”) by Jorgenson Machine Tools, Inc. (hereafter called “JMT”) to the customer (hereafter called “Buyer”) identified in the Sales Quotation (hereafter called “Quote”) and/or Order Acknowledgment (hereafter called “Order”) to which these Terms are attached or incorporated by reference. If a written contract signed by authorized representatives of both parties is in existence covering the sale of Products covered hereby, the terms and conditions of said contract shall prevail to the extent they are inconsistent with these Terms.
    2. An Order or signed agreement will be considered complete when the written contract has been signed by authorized representatives of both parties. Any completed Order or completed signed agreement together with these Terms comprise the entire agreement between the parties (hereafter called “Agreement”), and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.
    3. These Terms prevail over any of Buyer’s terms and conditions of purchase regardless whether or when Buyer has submitted its purchase order or such terms. Fulfillment of Buyer’s order does not constitute acceptance of any of Buyer’s terms and conditions and does not serve to modify or amend these Terms.
    4. JMT reserves the right to change the terms of this agreement at our discretion, and will notify Buyers of any such changes by on-line postings.

  2. QUOTES, ORDERS AND CANCELLATION

    1. All Quotes are valid for (30) thirty days from the printed quote date.
    2. All Orders are subject to approval and acceptance by JMT at its sole discretion.
    3. If an error is made on a Quote or Order submitted by JMT, it may be corrected by JMT at any time. The Quote or Order must be reapproved by Buyer.
    4. After acceptance of Order by both parties, the Order of Products is binding and cannot be cancelled by Buyer unless otherwise agreed in writing by JMT.
    5. In the event of our cancellation as above set forth or of receipt by JMT of a request by you to stop work or to cancel the whole or any part thereof, you shall pay JMT an amount, determined by JMT, which shall be the same percentage of the total price hereunder as the percentage of the work completed.
    6. JMT shall have the absolute right to cancel and refuse to complete work hereunder if at any time you do not comply with all terms and conditions hereunder, meet the requirement of payment (including any requirement of progressive payments) or if at any time you become bankrupt or insolvent.
    7. If JMT does not agree to cancel the Order, the full purchase price amount set forth in the Order shall be due and payable by Buyer to JMT pursuant to the payment schedule set forth as defined below.

  3. PRICE AND PAYMENT

    1. Prices are subject to change until Order is accepted in writing.
    2. Prices and terms for Products shall be in effect on the date of acceptance of Order by JMT.
    3. Prices exclude Federal, State, or local sales, use, excise, transportation, or similar taxes. Buyer is responsible for any incurred taxes and shall be invoiced for such directly by JMT.
    4. Prices do not include any services such as, but not limited to, the erection, demonstration, repairing of and/or installation unless so stated on Order.
    5. Payment for all Products ordered are due as outlined below unless other terms of payment are arranged with JMT.
      1. Stock machines and stock parts:
        Prepayment of one hundred percent (100%) prior to shipment.
      2. Non-stock machines and non-stock parts:
        Prepayment of one hundred percent (100%) at time of order.
      3. Service calls:
        One hundred percent (100%) upon invoicing.
    6. Payment for goods are accepted by ACH, wire transfer, cashier’s check, business check, or credit card.
    7. Any payment made on a credit card that is over $5000.00 will be assessed a 3% service fee on the total amount of the charge.
    8. Unless otherwise stated, all invoices are due and payable upon receipt. The payment must be received by JMT within 10 business days from the invoice date or the unpaid balance is subject to a service charge of 1 ½% per month (18% per annum) beginning the 11th day.

  4. OPEN CREDIT

    1. Credit terms can be applied for at the request from JMT.
      1. Upon approval, the following payment terms will be extended unless otherwise agreed upon, in writing, by an authorized JMT representative:
        1. Non-stock machines:
          • Thirty percent (30%) at time of order.
          • Sixty percent (60%) prior to shipment from our factory.
          • Ten percent (10%) upon installation (if JMT is installing). Otherwise, on delivery to the orders ship to address.
        2. Stock machines and stock parts:
          • One hundred percent (100%) upon invoicing.
        3. Non-stock parts:
          • One hundred percent (100%) prior to shipment.
    2. Failure to maintain prompt payment of Buyer’s account will result in the suspension of open credit and all future orders will require prepayment of one hundred percent (100%).
    3. If Buyer becomes insolvent or fails to pay any amounts owing to JMT when due, all amounts owed to JMT shall become immediately due and payable to JMT.
    4. If any amount owing is not received within 90 days after final notice from JMT is mailed, ownership of Products will not transfer to Buyer. JMT then reserves the right to keep any monies paid by Buyer and reserves the right to sell the Products to another buyer.

  5. TITLE AND SECURITY INTEREST

    1. Buyer hereby grants JMT a security interest in and to Products listed on Order to secure purchaser’s performances and payments of all amounts due on this sale as agreed to on the JMT Credit Application and Agreement.
    2. Buyer authorizes JMT to perfect a security interest of record by filing a UCC and upon the request from JMT, agrees to sign any documents which grant this.
    3. JMT retains the title to the Products until Buyer has performed all obligations under the Agreement and the purchase price has been fully paid.

  6. SHIPMENT

    1. All shipments are sent F.O.B. Salt Lake City, UT unless otherwise stated on Order.
    2. The shipment date promised is contingent on the date that JMT receives the Order and all of the necessary information to design, manufacture and ship the Products.
    3. JMT will use reasonable efforts to comply with your shipping instructions. If we cannot comply with stated shipping instructions, we will advise you before shipment of Products. JMT will not be held liable for shipping performance which fails to meet normal shipping instructions.
    4. Our inability to ship any (or all) if the goods sold due to any factor beyond our reasonable control, including but not limited to, transportation problems, strike, labor difficulty, riot, fire, civil commotion, war, insurrection, shipwreck, governmental action, the elements, accident and the like, shall relieve us, at our option, from any performance agreed to, and in no event shall we be considered in breach by reason of such inability or relief. JMT shall complete the order on or about the due date specified by JMT in writing or within a reasonable period of time thereafter.
    5. If JMT is prevented by Buyer from shipping/delivering Products to the orders ship to address, Buyer is responsible, and will be invoiced, for any incurred storage costs. Also, any outstanding progressive payments will become due at that time.

  7. INSTALLATION AND OTHER SERVICES

    1. JMT shall provide installation services to Buyer if set forth in the Order. If installation services are on the Order, Buyer shall prepare the location for the installation consistent with JMT’s specifications and Buyer shall install any necessary system cables and assemble any necessary equipment or hardware not provided by JMT, unless agreed otherwise in writing by the parties.
    2. For Products that will be operated on or in connection with Buyer supplied hardware or software, Buyer shall be responsible for ensuring that it’s hardware or software confirm with JMT minimum hardware and software requirements.
    3. JMT shall provide other field services, such as maintenance visits and field repairs if set forth in the Order.

  8. RETURN POLICY

    1. Prior authorization for return must be obtained before returning any item. Requests for returns must be made within 30 days from the date of delivery. Email Resolution@JMTUSA.com or call 801-214-7346 to request a return.
    2. Unauthorized shipments received by JMT will be returned to sender at the senders’ expense.
    3. All non-standard machines, non-stock parts and non-stock machines are ineligible for return.
    4. Upon approval of the return request, an approved Return Material Authorization (hereafter called “RMA”) will be sent to you from JMT.
    5. JMT shall receive the returned Product no later than 2 weeks after the RMA number has been issued.
    6. Products must be returned undamaged and be in suitable packaging.
    7. Return credits are at the discretion of JMT, and may be subject to a 20% restocking fee plus original and return freight charges.
    8. Upon receipt of the return, JMT will confirm the returned part does indeed match the part number, description and quantity that the approved RMA is for.
    9. The credit amount will be credited to the account of the original customer.
    10. Credits will not be given for shipping and handling.

  9. WARRANTY POLICY

    1. There is no warranty on used machines.
    2. New JMT machine warranty covers parts and workmanship only unless otherwise stated on the Order.
    3. JMT warrants all workmanship that has been performed by a certified JMT Technician for a period of thirty (30) days commencing the date of completion of installations, service, and repairs.
    4. JMT machines other than a laser: JMT warrants machine parts to be free from defects for the period of one (1) year from date of delivery.
    5. JMT laser: JMT warrants all JMT laser parts to be free from defects for the period of two (2) years from date of delivery.
    6. The machine must be owned by the initial user of the machine:
      1. When you are a dealer, financing company or similar entity acting for or on behalf of the initial user of the Products, the warranty is transferable to the initial user only. In all other cases the warranty is limited to the initial user and it is not transferable.
    7. Except for the warranty stated in 9.2, 9.3, 9.4 and 9.5, JMT makes no warranty whatsoever with the respects to products or services, including any (a) warranty of merchantability (b) warranty of fitness for any particular purpose (c) warranty of title or (d) warranty against infringement of intellectual property rights of a third party; whether expressed or implied by law, course of dealing, course of performance, usage of trade or otherwise.
    8. The machine must be installed in accordance with JMT’s recommendations, operated within the limits rated in normal usage, and shall be properly maintained.
    9. All procedures and recommendations outlined in the equipment operation manual are to be followed by all operators, technicians and maintenance staff.
    10. Exclusions:
      1. If JMT is installing the machine as stated on the Order, and the machine is ran under power prior to installation, the warranty will be void and Buyer is responsible for the cost of all required repairs.
      2. Warranty will not cover normal wear and tear, cosmetic damage or damage caused by acts of nature, accidents, negligence, misuse, abuse or lack of routine maintenance.
      3. Modification to any part of the system, by anyone other than JMT technicians or contractors authorized by JMT Management will void the warranty.

  10. WARRANTY CLAIMS

    1. Warranty claim requests shall to be sent to Resolution@JMTUSA.com.
      1. To ensure proper and quick resolution of the claim, JMT requests that the following information be included:
        • Customer Name in the subject field
        • Customer PO #, JMT Order # or JMT Invoice # that the Product was purchased on.
        • Model
        • Serial #
        • Provide a brief description of the issue you are experiencing.
        • Provide the contact name, phone # and email address.
    2. Buyer shall promptly send JMT notice of the defect and shall provide proof that the machine has been properly installed, maintained and operated within the limits rated in normal usage.
    3. JMT reserves the right to inspect the machine and/or part before approval of any warranty claim.
    4. Upon approval of a warranty claim, JMT will repair or replace the part free of charge, F.O.B. your shop (Domestic) or F.O.B. port of entry (International), using transportation of JMT’s choice.
      1. If JMT cannot determine that the part is defective due to material or workmanship, JMT reserves the right to invoice Buyer for the part. Upon inspection and warranty claim approval, a credit will be given.
    5. JMT will not be responsible for any import taxes or duties imposed by other governments or government agencies.
    6. JMT pays standard freight for shipping of the replacement part to the Buyer.
    7. Buyer pays freight for shipping of the defective part to JMT.
    8. If JMT’s Service is used to install a warranty part, Buyer is responsible and will be invoiced for all labor and travel expenses.
    9. The defective part must be received at JMT headquarters within 30 days of the original receipt of the replacement part.
    10. If the defective part is not received within 30 days and/or the defective part has been determined by JMT to not be defective due to material or workmanship, the Buyer will be invoiced for the cost of the replacement part, plus freight for the shipping of the replacement to the Buyer.
    11. How to return a defective part or an approved return:
      • Customer is to pack and ship the return to JMT headquarters located at: JMT Attn: Returns 2895 South 300 West Salt Lake City, UT 84115
      • The RMA # shall be referenced on the package and a copy of the RMA form is to accompany the shipment.

  11. INSURANCE REQUIREMENTS

    1. All authorized Dealer’s shall maintain Commercial Liability Insurance, listing JMT as a Certificate Holder, in an amount that is noted (at minimum) on the authorized dealer agreement and non-cancelable without 10 days written notice to JMT from the insurer.

  12. DEFINITIONS

    1. Standard Machines
      • Press Brake
        • Up to 20’, 440 ton
      • Plate Roll
        • Up to 10’ X 2” roll
      • Angle Roll
        • Up to PBH240
    2. Non-standard machines
      • Any Press Brake, Plate Roll, or Angle Roll over the standard machine size listed above and all other machines not listed in JMT’s catalog.
    3. Stock Machines and Parts
      • A machine or part that is in JMT’s warehouse or on consignment.
    4. Non-stock Machines and Parts
      • A machine or part that is not in JMT’s warehouse or on consignment, therefore it has to be ordered.

  13. ADMENDMENT AND MODIFICATION

    1. These Terms may only be amended or modified on a writing which specifically stated that it amends these Terms and is signed by an authorized representative of each party.

  14. CONFIDENTIALITY

    1. All non-public, confidential or proprietary information of JMT, including, but not limited to, drawings, machine specifications, software, pricing, and customer lists or production methods furnished herein or herewith constitute our confidential information. Their receipt or possession does not convey any right to use, license, reproduce or disclose the information nor any part hereof without the written consent of JMT.

  15. DISPUTE RESOLUTION

    1. Submit any disputes to Resolution@JMTUSA.com.
      1. To ensure proper and quick resolution of a dispute, JMT requests that the following information be included in the email:
        • Customer Name in the subject field
        • If related to a particular purchase, provide the Customer PO #, JMT Order # or JMT Invoice # that the Product was purchased on.
        • Model
        • Serial #
        • Provide a brief description of the issue you are experiencing.
        • Provide the contact name, phone # and email address.
    2. All legal disputes must first go to mediation in Salt Lake City, Utah before legal proceedings may be pursued.
    3. Buyer is responsible for all attorney fees, accounting fees, expert fees, travel lodging and all expenses in associated to any litigation.
    4. If Buyer is an entity formed under the laws of the United States of America, or any of its states, districts or territories then any dispute, legal suit, action or proceeding arising out of or relating to the Agreement shall be adjudicated and decided in the federal courts of the United States of America or in the courts of the State of Utah in each case located in the County of Salt Lake City and each party irrevocably submits to the exclusive and personal jurisdiction of such courts in any such dispute suit, action, or proceeding.
    5. If Buyer is an entity formed under the laws of any country, state, district or territory other than U.S. law, then the parties irrevocably agree that any dispute, legal suit, action, or proceeding arising out of or relating to this Agreement shall be submitted to the International Court of Arbitration of the International Chamber of Commerce (“ICC”) and shall be finally settled under the Rules of Arbitration of the ICC. The place and location of the arbitration shall be in Salt Lake City, Utah.

  16. USE OF PRODUCTS

    1. Buyer shall maintain and insure the usage of all point of operation guards.
    2. Buyer accepts full liability for the safety, operation and use of all JMT Products.
    3. Buyer agrees to indemnify, defend and to not hold JMT responsible for any and all claims, loses, liabilities, injuries, and expenses that may be associated in any manner in whole or in part to the providing, maintenance, usage, or parts constructed on JMT’s Products.

  17. GENERAL

    1. This Agreement will be governed by the laws of the State of Utah.
    2. The provisions of this Agreement shall be construed as independent of one another. If any provisions of this Agreement is held to be unenforceable, the remaining provisions shall nevertheless remain enforceable.
    3. All communications, documents, legal proceedings, arbitrations, etc., must be in the English language or if not then a certified English translation must accompany any non-English document.

This policy was last modified on August 17th, 2017.