Terms & Conditions

1. Acceptance & Precedence. These terms and conditions of sale (Agreement) apply to all quotations and offers made by, and Purchase Orders accepted by Tangio. This Agreement, as stated herein, is accepted by the Customer and shall govern in event of conflict of Customer’s purchase order. This agreement is not subject to change unless made in writing and accepted by Tangio over the signature of an officer of Tangio.

2. Prices & Quantities. Prices quoted are valid for 30 days and are in US Funds unless otherwise noted on the quote. Prices are dependent on Tangio making one single shipment to the Customer, unless otherwise noted on the quote. For custom products, due to setups required in manufacturing, Tangio reserves the right to ship + or – 10% of the quantity ordered, depending upon the extras produced, unless agreed otherwise. For small quantities (generally for prototype or development purposes) Tangio may quote a “lot charge” indicating a best efforts quantity to be produced for this charge.

3. Suitability of Use. It is understood that the Customer has the responsibility to determine suitability of use of the products ordered hereunder. The Customer should thoroughly test any proposed use of Tangio’s products and independently conclude satisfactory performance in the Customer’s application.

4. Credit & Payment Terms. For all new customers, a deposit will be required upon receipt of a purchase order, unless otherwise agreed. Once a credit application has been approved, credit limit and payment terms will be established. Net 30 days is the standard and can be changed at any time depending upon payment history. A service charge of 1.5% per month will be applied on past due invoices at the end of each calendar month. Should Tangio pursue legal collection action on any amount due, the customer will be charged a 25% surcharge of the collection amount plus pay all of Tangio’s costs and expenses of collection (including attorney fees) together with Tangio service charge.

5. Delivery. All sales are made Ex-Works Factory unless quoted otherwise in writing. Delivery dates are approximate and subject to delay due to events beyond the reasonable control of Tangio.

6. Taxes. All prices are exclusive of any present or future sales, revenue or excise tax, import duty, brokerage fees, or any other taxes or levies. Tangio will invoice Buyer for sales tax unless Buyer has provided Tangio with a proper tax exemption certificate.

7. Acceptance. Buyer shall accept or reject products within 1 week of receipt of goods. Failure to notify Tangio in writing of nonconforming products within such period is an unqualified acceptance.

8. Non-Returnable and Non-Cancellable. All orders are accepted with mutual understanding that, except as provided below, they are not subject to cancellation by Tangio or the Customer without the written consent of the other party. Tangio may agree to a cancellation request by the Customer in which case Tangio will charge a cancellation fee at least equal to all costs incurred to time of cancellation. All items purchased by the Customer are non-returnable, except for defective items requiring inspection and disposition by our Quality Department. Any items returned must quote a recognized Tangio RMA (Returned Material Authorization) number, without which goods will not be accepted.

9. Assignment. Buyer shall not assign this agreement or any interest therein without the prior written consent of Tangio.

10. Warranty. Tangio warrants its products free from defects in manufacture only and does not make any representations or warranties express or implied, legal, statutory, customary or otherwise as to the quality, legality, merchantability, suitability or fitness for a specific purpose. The Customer is responsible for determining whether the Tangio product is fit for a particular purpose and use. If the Tangio product is proved to be defective, the exclusive remedy, at Tangio's option, shall be to refund the purchase price, repair or replace the defective product. Tangio shall not otherwise be liable for loss or damages, whether direct, indirect, special, incidental, or consequential, regardless of the legal theory asserted, including, but not limited to, contract, negligence, warranty or strict liability. Workmanship and guarantee of proper construction or manufacture is covered for a 1-year period from date of shipping. No warranty is made with regard to any articles that shall have been repaired or altered, except by Tangio, or which shall have been subjected to misuse, negligence, or accident. The aforementioned provisions do not extend the original warranty period of any article that has either been repaired or replaced by Tangio.

11. Limitation of Liability. In no event will Tangio be liable for direct, indirect, special, incidental, exemplary, or consequential damages of any kind sustained from any cause relating to Tangio’s products or arising out of any legal theory, whether contract, negligence, strict tort liability, or otherwise. This limitation of liability includes any liability that may arise out of third-party claims, and buyer agrees to procure such insurance, if any, as it deems appropriate to cover such claims. In no event shall Tangio be liable to buyer in an amount exceeding the purchase price of the subject product. Any lawsuit by buyer against Tangio shall be filed within one year from delivery of the subject product by Tangio. These limitations shall apply notwithstanding any failure of essential purpose or of any limited remedy provided herein.

12. Substitutions and Modifications. Tangio reserves the right to make substitutions and modifications from time to time in its product specifications, without notice, provided that such substitutions or modifications, in Tangio’s judgment, do not cause a material adverse affect on overall product performance.

13. Disputes. The rights and liabilities of the parties arising out of or relating to this agreement shall be governed by the laws of the Province of British Columbia in force therein and any disputes will be settled by arbitration in accordance with UNCITRAL Arbitration Rules as present in force. Each party shall pay its pro rata share of the costs and expenses of such arbitration and each party shall separately pay its own attorney’s fees and expenses. The award rendered by the arbitrator(s) shall be final and binding upon the parties hereto.

14. Waiver. No waiver of any violation or nonperformance of this agreement in one instance shall be deemed to be a waiver of any subsequent violation or nonperformance. All waivers must be in writing.

15. Severability. If one or more provisions of this agreement are held to be unenforceable under applicable law, such provision shall be excluded from this agreement and the balance of this agreement shall be enforceable in accordance with its terms.