|Form #1:|| |
|(Name of Buyer)||(Authorized Signature)||- (Title)||(Date)|
(a) If the vendor is a magazine, paragraphs "2," "3" and "4" should read:
2. WARRANTY: YOUR MAGAZINE INC. (YOUR MAGAZINE) expressly warrants that the advertisements published in its magazine will be produced according to S.W.O.P. Standards. YOUR MAGAZINE makes no other warranties except as set forth in a writing that must be signed by its duly authorized officer.
3. CLAIMS: All claims must be made in writing to YOUR MAGAZINE within ten (10) days after the date of publication of the issue of the magazine in which the advertisement appears. YOUR MAGAZINE's sole liability for damages shall be limited to an adjustment or credit with respect to the specific advertisement with respect to which such damages are claimed. The foregoing constitutes the exclusive remedy against YOUR MAGAZINE. YOUR MAGAZINE SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES. Failure to make claim in writing against YOUR MAGAZINE within ten (10) days after the date of publication shall constitute an irrevocable acceptance of the advertisement as published.
4. Advertiser will pay to YOUR MAGAZINE all costs and expenses, including attorneys' fees of twenty-five percent (25%), which are incurred in attempting to collect from advertiser the amount due for any advertisement published by Interview for the advertiser.
The correct legal name of the vendor's magazine should be substituted in place of YOUR MAGAZINE INC. The standard highlighted in green has to be the specific standards for your magazine. According to S.W.O.P Standards has been inserted in this form for illustration purposes only.
The word ADVERTISER should be substituted for the word BUYER wherever it appears on the front page of the application for credit and in the subjoined guaranty.
(b) If the vendor is a supplier of work, labor and services, paragraphs "2," "3" and "4" should read:
2. WARRANTY: SUPPLIER CONTRACTING CO., INC. (SUPPLIER) expressly warrants that all services will be performed in a good and workmanlike manner and that all parts installed will be fit for the purpose intended. SUPPLIER makes no other warranties except as set forth in writing. THIS WARRANTY IS GIVEN EXPRESSLY AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED. SUPPLIER SPECIFICALLY EXCLUDES THE WARRANTIES OF MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE.
3. CLAIMS: All claims must be made in writing to SUPPLIER within ten (10) days after completion of the services performed and installation of parts. SUPPLIER's liabil-ity for damages shall be limited to the correction of the services performed and the ex-change or return of the particular parts with respect to which such damages are claimed. The foregoing constitutes the exclusive remedy against SUPPLIER. SUPPLIER SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES. Fail-ure to make claim in writing against SUPPLIER within ten (10) days after completion of the services and installation of the parts thereof shall constitute an irrevocable satisfac-tory acceptance of the services performed and the parts installed.
4. Buyer will pay to SUPPLIER all costs and expenses, including attorneys' fees of twenty-five percent (25%), which are incurred in at-tempting to collect from buyer the amount due for any services performed or any purchase made by buyer from seller.
The correct legal name of the vendor's firm should be substituted in place of SUPPLIER CONTRACTING CO.. INC. (SUPPLIER).
No changes are required on the front page of the application for credit and subjoined guaranty.
a. "In modern times most commercial business is done between corporations, everyone in business knows that an individual stockholder or officer is not liable for his corporation's engagements unless he signs individually, and where individual responsibility is demanded the nearly universal practice is that the officer signs twice--once as an officer and again as an individual." (Salzman Sign Co., Inc. v. Beck, 10 N.Y.2d 63, 67, 217 N.Y.S.2d 55, 176 N.E.2d 74.)
b. Sales of goods are governed by the Uniform Commercial Code (UCC). Under the UCC, every sale of goods carries with it any express warranty you make and the implied warranties of merchantability and of fitness for a particular purpose. In the event of a breach of warranty, you are liable for all damages including incidental and consequential damages.
c. The UCC permits you to avoid this liability if you make an express warranty. You can exclude all implied warranties including merchantability and fitness for a particular purpose. But you MUST offer a remedy. Paragraph "3" of the terms and conditions offers exchange or return of the goods. The UCC then allows you to exclude incidental and consequential damages.
d. However, you must honor the remedy of exchange or return; or your avoidance of liability is lost and you again subject to the damages set forth in the UCC.