13.1 Binding Effect. These Terms and Conditions will be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted
13.2 Governing Law. The laws of the State of Florida, without giving effect to its conflicts of law principles, govern all matters arising out of or relating to these Terms and Conditions, including, without limitation, its validity, interpretation, construction, performance, and enforcement. The provisions of the United Nations Convention on Contracts for the International Sale of Goods do not apply to these Terms and
13.3 Venue. The parties consent to the exclusive jurisdiction of, and venue in, any federal or state court of competent jurisdiction located in Florida for the purposes of adjudicating any matter arising out of or relating to these Terms and
13.4 Notices. Any notice required or permitted under these Terms and Conditions is to be given in writing and is deemed effectively given: (a) upon personal delivery to the party to be notified; (b) upon confirmation of receipt by fax by the party to be notified; or, (c) deposit with a reputable overnight courier, prepaid for overnight delivery and addressed as set forth in this section and upon confirmation of delivery by said courier. Any notice required to be given to a party under these Terms and Conditions are to be delivered to the following addresses, or any other addresses designated by the parties by notices delivered in accordance with this section:
|If to Seller:||KILO || |
1480 Royal Palm Beach Blvd A
Royal Palm Beach, FL 33411
|If to Client:|| ||[Name]|
| || ||[Title]|
| || ||[Address]|
| || || |
13.5 No Waiver. The failure of a party to enforce a provision or to exercise a right under these Terms and Conditions shall not be considered a general waiver. The express waiver of a provision is to be effective only in the specific instance, and as to the specific purpose, for which it was intended.
13.6 Severability. If any provision of these Terms and Conditions is determined to be invalid, illegal or unenforceable, the remaining provisions of these Terms and Conditions remain in full force and effect.
13.7 Section Headings and Captions. The section headings and captions contained in this Terms and Conditions are for convenience only and do not affect the construction or interpretation of any provision.
13.8 Remedies. Unless stated otherwise, all remedies provided for in these Terms and Conditions Agreement are to be cumulative and in addition to, not in lieu of, any other remedies available to either party at law, in equity or otherwise.
13.9 Compliance with Applicable Laws. The parties shall at all times conduct their activities hereunder in compliance with all applicable laws, rules, and regulations of the United States of America.
13.10 Non-Agency. Nothing in these Terms and Conditions, and no conduct, communication, trade practices, or course of dealing, shall be interpreted or deemed to create any partnership, joint venture, association, agency, syndicate, or fiduciary relationship between the parties or their subsidiaries or affiliates. Nothing in these Terms and Conditions gives either party the right, power, or authority to make any statements, commitments, or agreements that bind the other.
13.11 Entire Agreement. These Terms and Conditions are intended by the Buyer and Seller as a final expression of their agreement and are intended also as a complete and exclusive statement of the terms and conditions of Buyer’s Purchase Order(s). No amendment, waiver or modification of these Terms and Conditions is binding unless in writing and signed by authorized representatives of both parties.
13.12 Signatures. Facsimiles, photocopies or other electronic reproductions or copies of original signatures are deemed as legally enforceable as the originals.
13.13 Survival. Upon termination or expiration of these Terms and Conditions for any reason, any section that by its nature should survive this Agreement will survive and continue in effect and be binding upon the parties, including, without limitation Sections 6, 8, 9, 10, and 12.