This Product Sales Agreement (the "Agreement") is entered into between Wood-Mizer Canada Inc. (the "Seller" and/or
"Warrantor") and the purchaser (the "Purchaser" and/or "Customer").
WHEREAS:
- (a)The Seller is in the business of selling sawmills and woodworking equipment and wishes to sell the product, as defined
further in Schedule A hereto (the "Product") to the Customer; and
- (b) The Customer desires to purchase the Product from the Seller pursuant to the terms and conditions of this
Agreement.
NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Seller and the Customer (collectively,
the "Parties") covenant and agree as follows:
Schedules
Schedule A – Invoice
Schedule B – Warranty Information (Seller & Third Party, as applicable)
Schedule C – Return Policy
Product
The Seller shall sell to the Customer, and the Customer shall purchase from the Seller, the Product as set out in the invoice attached
hereto as Schedule A.
It is agreed that title and property in and to the Product shall remain in favour of the Seller and shall not pass to the Purchaser until
such time of delivery of the Product to the Purchaser and until payment is made in full of the purchase price from the Purchaser to
the Seller.
Purchase Price
The purchase price for the Product is set out in the invoice attached hereto as Schedule A (the "Purchase Price"). Any and all
taxes, fees, or governmental charges applicable to the sale, delivery or shipment of the Product that the Seller is required to pay or
collect, shall be payable by the Purchaser in addition to the Purchase Price.
For all purchases of Portable or Industrial Sawmills, training is included in the Purchase Price. The training is to be arranged
directly between the Seller and the Purchaser. Training will be provided on-site at an authorized Wood-Mizer location for a
maximum of eight (8) hours.
Payment of the Purchase Price can be made by certified cheque or bank draft made payable to "Wood-Mizer Canada Inc.", by
electronic funds transfer, cash, or by such other method as is accepted by the Seller.
All dollar amounts referred to in this Agreement are expressed in the lawful money of Canada. Invoices will be issued in
Canadian dollars at time of issue and exchange rates will be calculated at that time.
Deposit
A ten percent (10%) deposit based on the total Purchase Price is required at the time of ordering the Product to secure the sale.
The balance of the Purchase Price is due at time of pickup by the Purchaser or before delivery of the Product by the Seller to the
Purchaser.
Delivery of Product
At the time of making the order, the Purchaser has the option to select shipping for delivery of the Product, or the Purchaser can
arrange to pick up the Product from the Seller. All shipping costs are in addition to the Purchase Price and must be arranged in
advance with the Seller.
The Seller has no liability for any loss of trade or profit to the Purchaser as a result of delay in delivery. Delivery to the Purchaser
will be made to the address specified on the Purchaser’s order, unless as agreed as otherwise agreed to in advance and in writing
between the Parties.
The Purchaser acknowledges that if the pick up option is selected, the Purchaser is solely responsible for ensuring they bring the
appropriate number of people to assist and that the vehicle/equipment used can accommodate the pick up of Product accordingly.
Warranty Information
The Purchaser expressly acknowledges and confirms having carefully read and understood the Warranty Information (Seller and
Third Party, as applicable) and the timelines and limitations for same, as set out in Schedule B hereto.
The Purchaser confirms having had an opportunity to ask any questions about the Product or warranties before completing the
purchase. Further, the Purchaser accepts the Product subject to the applicable warranties as set out below in the Agreement and
located on the Seller’s website: https://woodmizer.ca/en/warranty-and-returns#returns
Return Policy
The Purchaser expressly acknowledges and confirms having carefully read and understood the Return Policy as set out in
Schedule C hereto. The Purchaser expressly acknowledges and confirms having carefully read and understood the Return Policy
as set out in Schedule C hereto. The Seller’s Return Policy is also located on the Seller’s website:
https://woodmizer.ca/en/warranty-and-returns#returns
The Purchaser acknowledges that if any unauthorized work is done on the Product during the warranty period, as set out in
Schedule C, this will void the warranty in its entirety. Any warranty work must be inspected by the Seller and approved in
writing by the Seller.
General Terms and Conditions
Entire Agreement: The Invoice, Warranty Information and Return Policy attached as Schedules hereto and located on the Seller’s
website (https://woodmizer.ca) are incorporated into this Agreement by reference as if fully set forth herein.
This Agreement, including and together with the above-noted Schedules and website, constitutes the entire agreement of the Parties
with respect to the subject matter contained herein, and supersedes all prior and understandings, agreements, representations,
conditions, and warranties, both written and oral, regarding such subject matter.
Severability: If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity,
illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable
such term or provision in any other jurisdiction.
Amendments and Modifications: No amendment to or modification of this Agreement is effective unless it is in writing, identified
as an amendment to this Agreement and signed by each Party.
Assignment: Purchaser shall not assign, transfer, delegate, or subcontract any of its rights or obligations under this Agreement
without the prior written consent of Seller. No assignment or delegation shall relieve Purchaser of any of its obligations
hereunder. Seller may at any time assign, transfer, or subcontract any or all of its rights or obligations under this Agreement
without Purchaser’s prior written consent.
Successors and Assigns: This Agreement shall be binding upon and ensure to the benefit of the parties hereto and their
respective heirs, executors, trustees, legal and personal representatives, administrators, directors, officers, shareholders,
subsidiaries, affiliates, successors and permitted assigns, as applicable. Nothing herein, express or implied, is intended to confer
upon any person, other than the parties hereto and their respective successors and assigns, any rights, remedies, obligations or
liabilities under or by reason of this Agreement.
Governing Laws: This Agreement, including all schedules attached hereto, and all matters arising out of or relating to this
Agreement, are governed by, and construed in accordance with, the laws of the Province of Ontario, and the federal laws of
Canada applicable therein.
Force Majeure: Any delay or failure of Seller to perform its obligations under this Agreement will be excused to the extent that
the delay or failure was caused directly by an event beyond the Seller’s control, without the Seller’s fault or negligence and that by
its nature could not have been foreseen by the Seller or, if it could have been foreseen, was unavoidable, which events may include
but are not limited to act of God, natural disasters, epidemics, pandemics, explosions, riots, wars, acts of terrorism, strikes, lockouts,
labour shortages or disruptions or other industrial or technological disturbances, difficulties in obtaining the materials, labour, parts
or machinery and any supply chain challenges.
Counterparts: This Agreement may be executed in any number of counterparts, each of which counterpart so executed shall
constitute and be deemed to be an original and all of which taken together shall be deemed to constitute one and the same
instrument. Counterparts may be executed in either original or electronic form and the Parties to this Agreement agree to adopt
any signatures received by electronic means as original signatures of the Parties.
