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Terms & Conditions

TERMS OF SALE

These terms and conditions ("Terms") govern the sale of products and related services ("Products") by Vesco Oil Corporation, a Michigan corporation ("Seller", “us” or “we”) to you (“Buyer”) through the Seller's website or other online platform(s) ("Platform"). These Terms are subject to change at any time without prior written notice by Seller. The most recent version of these Terms shall be posted for your review at any time on the Platform. Your continued use of the Platform after any posting of updated Terms (which shall be dated as of their most recent update) shall constitute your acceptance of and agreement to any changes made therein. By placing an order through the Platform, you agree to be bound by these Terms. Please read these Terms carefully before placing an order.
  1. ORDERS:
    1. By placing an order through the Platform (an “Order”), you are making an offer to purchase the Products subject to these Terms.
    2. All Orders are subject to acceptance by the Seller. An Order will be deemed accepted by Seller upon delivery by Seller of written confirmation (via email) to Buyer at the email address provided by Buyer at the time of purchase (“Order Acknowledgement”). Seller reserves the right to refuse or cancel any Order once accepted (evidenced by an Order Acknowledgment) for any reason at any time. In addition, Buyer has the option of cancelling an Order (in its entirety only) at any time prior to receipt of an Order Acknowledgement.
  2. PRICES:
    1. Prices for Products shall be as listed on the Platform, which may differ from prices offered elsewhere (online or offline) by Seller for the same Products. Seller has the right to adjust (including increase) such prices, in Seller’s sole discretion and at any time, without notice to Buyer. Buyer shall be responsible for the prices stated at the time of purchase.
    2. All prices listed on the Platform or referenced under these Terms shall be in U.S. Dollars, and are exclusive of sales, use, excise, customs, export, import, commodity and/or any other taxes or other applicable fees, unless otherwise stated. Buyer will be responsible for the payment of all such taxes and any fees or other charges incidental to the sale of Products.
  3. PAYMENT TERMS:
    1. Payment for Orders shall be due and payable in full at the time of purchase.
    2. Payment may only be made by a valid credit or debit card, unless otherwise stated on the Platform. By using any such card or payment method, you are hereby representing and warranting that you have the full right and authority to make such purchase in the manner selected without violating any applicable law, rule, or regulation.
  4. CHANGES:
    1. Once an Order has been accepted by Seller, Buyer may only change or cancel the Order upon Seller’s written consent. Seller agrees to use its best efforts, but shall be under no obligation, to accommodate any changes requested by Buyer, provided that if a change gets approved by Seller in writing, Seller reserves the right to change the price, terms of payment and shipment dates for any Products affected by such requested changes. When Seller consents to the cancellation of any Order, Buyer shall be responsible for all expenses incurred by Seller related to such cancelled Order.
  5. SHIPPING:
    1. All Products will be shipped in packaging suitable for shipment in Seller’s standard containers, and to the address provided by Buyer when placing the Order. Buyer will be responsible for all shipping and handling charges specified during the ordering process, including any special packaging or any special delivery requested by Buyer, as well as any additional shipping and handling charges incurred by Seller due to Buyer’s acts or omissions.
    2. Shipping costs and delivery dates provided on the Platform are estimates only, and are subject to prompt receipt of accurate and complete payment information from Buyer at the time of purchase. Seller agrees only to use commercially reasonable efforts to meet the estimated shipping and delivery dates. Seller shall not be responsible for any delays in shipments.
    3. The prices specified in these Terms are based on freight charges on single shipments sent by Seller’s regular method of shipment. When Seller utilizes anything other than its regular method of shipment (e.g., for items of an excessive weight or size), freight charges may be subject to adjustment. In addition, Buyer shall be responsible for the difference in the actual freight costs, subject to receipt of notice by Seller and provision of documentation supporting the freight cost change. Buyer may, alternatively, elect to arrange its own freight services at its sole option upon written notice to Seller.
    4. Risk of loss and title to Products will pass to Buyer upon delivery of the Products to the carrier. Claims for any damages, shortages or other errors must be made in writing to Seller within 48 hours after receipt of the Products by Buyer, and failure to give such notice will constitute unqualified acceptance of such Products and a waiver for all such claims by Buyer.
  6. RETURNS AND REFUNDS:
    1. Buyer may return most Products within 30 days of delivery, provided: (i) the Product(s) were not designated as nor are otherwise deemed non-returnable; and (ii) Seller approves the return in writing. All return documentation must contain Seller’s returned goods authorization (“RGA”) number.
    2. Proper handling procedures must be used in the packing and shipping of all returns. Products must be returned in the original packaging in which they were shipped, and include all parts, packing materials and boxes in good condition. Seller may refuse returned shipments if these materials are damaged or missing. Buyer retains title and assumes all risk of loss relating to Products returned for repair or replacement until Seller completes repair or identifies Products as replacements.
    3. Once the Products are received by us, any refund will be credited back to the same payment method used to make the applicable Order, less the original freight, shipping and handling charges and a twenty-five percent (25%) restocking fee.
  7. WARRANTY:
    1. Buyer’s Representations and Warranties. Buyer represents and warrants to Seller as follows: that (i) you have the right to enter any transaction contemplated for hereby without violating these Terms, any applicable law, rule, or regulation, and/or any agreement with, or rights of, any third party; and (ii) you will use the goods and services provided hereunder exactly as authorized and never in any way that would violate any applicable law or third-party right of any kind.
    2. Manufacturer’s Warranty and Seller’s Disclaimers. BUYER ACKNOWLEDGES THAT CERTAIN PRODUCTS SOLD HEREUNDER MAY BE MANUFACTURED BY THIRD PARTIES AND THAT SUCH PRODUCTS ARE BEING RESOLD BY SELLER AS A DISTRIBUTOR. SELLER MAKES NO WARRANTIES ON PRODUCTS AND/OR PARTS THEREOF SOLD HEREUNDER THAT ARE NOT MANUFACTURED BY SELLER. You may avail yourself of any of the manufacturer’s warranties by following the instructions provided in their warranty agreement(s). You acknowledge and agree that under no circumstances shall Seller be liable for any breach of the manufacturer’s warranty claims and/or for any loss or damages that may arise out of the manufacturer’s failure to honor its warranty obligations to you. EXCEPT AS EXPRESSLY STATED IN THIS SECTION 7, ALL PRODUCTS, GOODS AND SERVICES DELIVERED HEREUNDER ARE SUPPLIED “AS IS” AND WITH ALL FAULTS, SELLER MAKES NO OTHER REPRESENTATIONS OR WARRANTIES WHATSOEVER, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE, WITH RESPECT TO THE PRODUCTS AND/OR SERVICES DELIVERED HEREUNDER, INCLUDING WITHOUT LIMITATION ANY (i) WARRANTY OF MERCHANTABILITY; (ii) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; (ii) WARRANTY OF TITLE; OR (iv) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY.
    3. SOLE AND EXCLUSIVE REMEDY. EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW, THIS SECTION 7 PROVIDES BUYER’S SOLE AND EXCLUSIVE REMEDIES FOR ALL CLAIMS, DAMAGES, LOSSES OR INJURIES (WHETHER DIRECT, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE, CONSEQUENTIAL OR INCIDENTAL) BASED ON OR ARISING FROM ANY DEFECT, FAILURE, MALFUNCTION, BREACH OF WARRANTY OR ANY OTHER PERFORMANCE, NONCONFORMANCE OR NONPERFORMANCE OF ANY PRODUCT OR SERVICE HEREUNDER, WHETHER THE CLAIM IS IN CONTRACT, EQUITY, INDEMNITY, INFRINGEMENT, WARRANTY, TORT (INCLUDING NEGLIGENCE, STRICT LIABILITY) OR OTHERWISE AND HOWEVER INSTITUTED.
  8. LIMITATION OF LIABILITY:
    1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELLER SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF USE, LOSS OF TIME, LOSS OF DATA, INCONVENIENCE, LOST BUSINESS OPPORTUNITIES, DAMAGE TO GOOD WILL OR REPUTATION OR PRODUCTION INTERRUPTION COSTS, REGARDLESS OF WHETHER SUCH LIABILITY IS ARISING FROM OR CAUSED DIRECTLY OR INDIRECTLY BY: (A) THE USE OR SALE OF ANY PRODUCTS AND/OR SERVICE BY BUYER OR ANY CUSTOMER OR END USER OF ANY PRODUCT OR SERVICE; (B) THE PERFORMANCE OR FAILURE OF SELLER TO PERFORM UNDER THESE TERMS; OR (C) ANY OTHER ACT OR OMISSION OF SELLER.
    2. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELLER’S AGGREGATE LIABILITY WITH RESPECT TO THESE TERMS SHALL BE LIMITED TO THE AMOUNT OF MONEY PAID TO SELLER BY BUYER FOR THE PRODUCTS AND/OR SERVICES GIVING RISE TO OR RELATED TO THE EVENTS GIVING RISE TO SUCH CLAIM. The foregoing limitations do not apply to liability arising out of the recklessness or willful misconduct of Seller.
  9. Intellectual Property. Except as expressly and particularly set forth in a separate written agreement signed by Seller, Buyer will obtain no right whatsoever in any copyright, patent, trademark, trade secret, mask work, registered design, software or other intellectual property right of Seller or that Seller creates, originates, discovers, or reduces to practice, or in which Seller acquires authorship or other rights (collectively, “Intellectual Property Rights”), whether in consequence of these Terms, or any other transaction or dealing between Seller and Buyer. Seller reserves all such Intellectual Property Rights to itself. The parties acknowledge that, absent a specific and separate written and signed agreement between the parties expressly granting rights to Buyer, these Terms are not intended to require that Seller perform any development work for Buyer or create for Buyer any work of authorship, invention, or other matter in which proprietary rights exist. Any and all materials containing Intellectual Property Rights shall be returned by Buyer to Seller on demand, be treated as confidential, and not be used, copied, or disclosed to any third party without Seller’s prior written consent. No right or license is hereby granted to Buyer except the right to use the Products in the ordinary course of Buyer’s business.
  10. Compliance with Laws. Each party shall, at its sole cost and expense, comply with all applicable international, national, state, regional and local laws and regulations, including, without limitation, the United States Foreign Corrupt Practices Act of 1977 and the Export Control Act, as may be amended from time to time, relating to or affecting these Terms or the Products. Buyer acknowledges and understands that the Products may be subject to restrictions upon export from the United States. Buyer therefore represents and warrants that it shall comply fully with all relevant regulations of the U.S. Department of Commerce, with the U.S. Export Administration Act, and with any other import and/or export control laws or regulations of the United States.
  11. MISCELLANEOUS:
    1. Relationship of the Parties. Nothing in these Terms shall be deemed to create or imply an employment or agency relationship, joint venture, partnership or association between the parties, and nothing hereunder or in the course of performance of these Terms shall grant either party the authority to create or assume an obligation on behalf or in the name of the other party.
    2. Assignment. Seller may assign or otherwise transfer any or all of its rights or obligations hereunder, in whole or in part, to any third party in its sole discretion. Buyer may not assign any of its rights or delegate any of its duties hereunder, in whole or in part, at any time, without Seller’s prior written consent in each instance, and any attempt to do so shall be null and void. These Terms shall be binding upon and inure to the benefit of the parties hereto, their successors, assigns and legal representatives. There are no third-party beneficiaries of these Terms.
    3. Force Majeure. Neither Party shall be liable hereunder for any failure or delay in the performance of its obligations under these Terms, except for the payment of money, if such failure or delay is on account of causes beyond its control, including, without limitation, war, weather, strikes, floods, lockouts, fires, governmental regulations or controls, casualty, government authority, pandemics, epidemics, local disease outbreaks, public health emergencies, acts of God, terrorism, and/or delivery, vendor, supplier, or other third party delays, non-performance, or failures of any kind. In such an event, the non-performing party shall be excused from its obligations for the period of the delay and for a reasonable time thereafter. Each party shall use reasonable efforts to notify the other party of the occurrence of such an event promptly upon its occurrence.
    4. Governing Law; Venue. These Terms shall be governed by and construed in accordance with the laws of the State of Michigan, without regard to its conflict of laws principles. The parties hereby agree that any action arising out of these Terms will be brought solely in any state or federal court located in Oakland County, Michigan. The parties hereby submit to the exclusive jurisdiction and venue of any such court. The UN Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. THE PARTIES FURTHER AGREE, TO THE EXTENT PERMITTED BY APPLICABLE LAW, TO WAIVE ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY CLAIM, COUNTERCLAIM OR ACTION ARISING FROM THE TERMS OF THIS AGREEMENT.
    5. Notices. Seller may provide notices hereunder to Buyer by: (i) email; (ii) regular mail; or (iii) posting them on the Platform. Buyer shall be responsible for ensuring that it has provided Seller with its current email and mailing addresses. Seller may be contacted at any time by any of the following means: (i) email; or (ii) personal delivery, overnight courier, or registered or certified mail, in each case to the applicable addresses set forth on the Platform.
    6. Cumulative Remedies; Third-Party Beneficiaries. Except as otherwise provided for hereunder, the rights and remedies of the parties hereto shall be cumulative and not exclusive of any rights or remedies provided by law or equity. In addition, these Terms are for your sole benefit and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms
    7. Survival. The representations and warranties of the parties contained herein shall survive any termination or expiration of these Terms, including without limitation Sections 7 (warranty), 8 (limitation of liability), 10 (compliance with laws) and 11 (miscellaneous).
    8. Severability. If any provision or portion of these Terms shall be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions or portions shall remain in full force and effect.
    9. Headings; Interpretation. The headings in these Terms are inserted for convenience only and shall not constitute a part hereof. Wherever from the context in these Terms it appears appropriate, the term “or” will be deemed to include the term “and.” When used in these Terms, “including” means “including without limitation” and terms defined in the singular include the plural and vice versa. If there is a conflict between or among these Terms or any other agreement between the parties, the following order of precedence shall apply: (i) these Terms, and (ii) any other agreement signed by the parties.
    10. Wavier. No waiver of any term of right in these Terms shall be effective unless in a writing signed by an authorized representative of the waiving party.
    11. Entire Agreement; Modification. These Terms, along with any other instructions that we provide you with relating to any Product you obtain from us through the Platform, embody the entire, final, complete, and fully integrated agreement between the parties with respect to the subject mater hereof and supersede all other prior agreements or communications between the parties, whether written, oral, electronic or otherwise, with regard to such subject matter. These Terms may only be modified by a written amendment signed by an authorized representative of each party.