Warranty
MÉDIA GRAPH DÉPÔT INC./TLS INTERNATIONAL
1. DEFINITIONS:
1.1 In this Limited Warranty, the following words or terms shall have the following meanings ascribed thereto:
(a) "Business Days" means a day other than a Saturday, Sunday or other days that are statutory holidays in the Province of Québec;
(b) "Buyer" means the Person who has entered into a Contract with the Company;
(c) "Company" means Média Graph Dépôt Inc., also carrying on business as TLS International;
(d) "Contract" means the applicable quotation issued by the Company and accepted by the Buyer, together with the Company's Terms and Conditions and any other documents expressly incorporated therein.
(e) "Force Majeure" means any prevention or delay by a party hereto in the performance of its obligations caused in whole or in part by an extraordinary event or
circumstance beyond the control of such party, including, without limitation, acts of God, strikes, pandemics, epidemics, lockouts or other industrial
disturbances, sabotage, war, acts of terrorism, blockades, insurrections, riots, civil disturbances, breakage of or accident to machinery, unforeseeable shortages of
labor, utilities or raw materials and supplies, unforeseeable production, traffic or shipping disturbances, any legislative, administrative or judicial action which has
been resisted in good faith by all reasonable legal means, any act, omission or event whether of the kind herein enumerated or otherwise not within the reasonable
control of such party, and which, by the exercise of due diligence, such party could not have prevented, but lack of funds on the part of such party shall not
constitute a Force Majeure.
(f) "Goods" means all items sold by the Company pursuant to the Contract except for Printed Goods;
(g) "Limited Warranty" means the present limited warranty, as may be amended or restated from time to time by the Company at its sole discretion;
(h) "Person" means any individual, corporation, company (with or without share capital), partnership, joint venture, association, fiducie, trust, unincorporated
organization, trustee, executor, administrator or other legal personal representative, regulatory body or agency, government or governmental agency, authority or
entity however designated or constituted;
(i) "Printed Goods" means any Goods that require only the printing capabilities of the Company, including transfer, cutting, finishing and sewing; and
(j) "Terms and Conditions" means the terms and conditions, forming part of the Contract.
2. GENERAL LIMITED WARRANTY
2.1) The Company shall use commercially reasonable efforts in the manufacturing, production, and packaging of its products to provide its customers with products that meet or exceed the use and performance levels provided for in the applicable Contract.
2.2) Unless otherwise expressly provided herein and subject to the terms and conditions of this Limited Warranty, the Company warrants that the Goods, when
delivered and accepted (or deemed accepted) and for the twelve (12) month period thereafter, when used under their intended use and conditions and when used
in accordance with the Company's instructions, are and shall be free from defects in original materials and workmanship.
2.3) In the event where a Good fails to meet the warranty set forth in Section 2.2 and is therefore defective, unless otherwise expressly provided herein, the Company
will, in its own discretion, either repair or replace the defective Good, at no charge to the Buyer. Shipping and handling fees and all other secondary costs,
including without limitation, dismantling and electrician costs, shall be borne entirely at the Buyer's sole cost and expense.
2.4) This Limited Warranty shall apply for the unexpired portion of the twelve (12) month limited warranty period (or five (5) year limited warranty period in the case of products covered under Section 3), or for ten (10) days from the date of their return to the Buyer (or completion of correction in the case of services), whichever
shall expire later.
2.5) The Limited Warranty shall only apply if the Company is notified in writing of such alleged defect (i) in the case where the alleged defect is an apparent defect,
within five (5) Business Days following delivery of the Good, (ii) within thirty (30) days after shipment of the defective Good by the Company, or (iii) within thirty (30) days of the Buyer's discovery of the alleged defect of the Good in the field, and the Company is provided a reasonable opportunity to examine the product, at its premises, to determine the cause of such alleged defect. No warranties, whether express or implied, oral or written, shall apply thereafter.
3. LED STRIPS
3.1) Notwithstanding Section 2.2, for the Company's LED strips, the limited warranty period shall be five (5) years (not twelve (12) months).
4. CLAIM PROCEDURE
4.1) To submit a claim of an alleged defect under Sections 2, 3, the Buyer must follow the claim procedures set forth in the Terms and Conditions.
5. EXCLUSIONS AND LIMITATIONS
5.1 The Company makes no warranty, whether express or implied, oral or written, as to the merchantability or fitness of its products for any particular purpose or use,
or with respect to conformity with any model or samples, unless explicitly stated in writing to the Buyer in the Contract.
5.2 The Company makes no other warranties or guarantees, written or verbal, express or implied, other than as provided herein or in the Contract.
5.3 In addition to any other exclusions or limitations provided herein, the Company does not warrant against any defects in its products where any damage, loss, cost,
defect, or deficiency arises out of or relates to:
(a) wear and tear;
(b) shipment and/or transportation;
(c) dissatisfaction due to Buyer's remorse;
(d) accident, abuse, misuse, damage from cleaning, or vandalism;
(e) mold, mildew, humidity, smoke, sunlight related issues;
(f) cosmetic issues caused by normal use;
(g) abnormal conditions of use, including use on areas subject to moisture infiltration or accumulation, negligence, accidents, improper storage, handling, assembly or
maintenance;
(h) product performance for use that is not specified in the scope of work;
(i) a Force Majeure or any events beyond the control of the Company:
(j) installation which is not performed by (A) the Company or (B) by a certified electrician in accordance with the (i) Company's instructions and specifications, and (ii)
the rules of art and all applicable laws and regulations;
(k) where repairs or alterations have been attempted by the Buyer or a third party, and the Company's instructions or supervision have not been requested and/or
properly followed;
(l) fabrics, paint, and wood finishes are not warranted against fading, and natural aging processes;
(m) environmental changes or conditions either interior or exterior;
(n) where the product is exposed to temperatures below 68 degrees Fahrenheit or above 74 degrees Fahrenheit, and a relative humidity of below 30% or above 50%;
or
(o) any condition resulting from incorrect or inadequate maintenance or care.
5.4 This Limited Warranty shall not apply if the installation and/or system was not used in accordance with the Company's recommendations and customary operating
conditions and instructions.
5.5 In no event shall the Company be liable to the Buyer for any special, indirect, incidental, consequential or exemplary damages of any nature, even if the Buyer has
been advised of the possibility of such damages. The foregoing shall apply regardless of the negligence or other fault of the Company and regardless of whether
such liability sounds in contract, negligence, tort, strict liability or any other theory of liability. The Company's liability arising in connection with this Limited
Warranty shall be limited to the replacement of the goods or the cost for the replacement of the goods as a result of a manufacturing defect.
5.6 The Company's warranty fulfillment obligations herein shall not apply, and this warranty shall be void if the product is tampered with or damaged in a manner that
may inhibit the Company to conduct a warranty investigation.
5.7 This Limited Warranty shall be void in the event that electrical supply conditions, including supply spikes, over-voltage/under-voltage and ripple current control
systems are beyond the specified limits of the product and those set or defined by relevant supply standards for the product.
5.8 It shall be at the sole discretion of the Company as to whether to repair or replace a product, and the Company reserves the right to inspect any product claimed as
defective to determine if said defect falls under warranty. The Company assumes no responsibility for any labour costs involved with replacement and
re-installation of products assumed to be defective.
5.9 This Limited Warranty shall only apply if the related invoices for the defective products are paid in full by the Buyer. For greater certainty, the Company shall have no obligation under this Limited Warranty until all invoices for the defective product are paid in full by the Buyer but such payment date shall not change the
effective start date of this Limited Warranty as provided for in Section 2.2.
6. GENERAL
6.1 Except with the prior written approval of the Company, this Limited Warranty may not be assigned by the Buyer and is not transferable to subsequent purchasers
or owners of Goods.
6.2 In the event of an inconsistency between disclaimers contained in the Contract and this Limited Warranty, the disclaimers contained in the Contract shall override
this Limited Warranty.
6.3 The Company reserves the right to update or modify this Limited Warranty from time to time. Any such update or modification shall apply prospectively to Contracts entered into after the effective date of the updated Limited Warranty.
6.4 Any provision of this Limited Warranty found by a tribunal or court of competent jurisdiction to be illegal or unenforceable will be severed from this Limited Warranty and all other provisions of this Limited Warranty will remain in full force and effect.
6.5 A waiver of any provision of this Limited Warranty must be in writing and a waiver in one instance will not preclude enforcement of such provision on other
occasions.
6.6 The terms “include” and “including” mean, respectively, “include without limitation” and “including without limitation”; the term “herein” is not limited to the specific paragraph in which it appears but refers to all portions of this Limited Warranty; and the words “will”, “shall” and “must” denote a mandatory obligation or prohibition, as the case may be.
6.7 All notices required by or relating to this Limited Warranty shall be given in accordance with the notice provisions contained in the Terms and Conditions
6.8 Regardless of where the Goods are installed or used, this Limited Warranty shall be governed by and construed in accordance with the laws of the Province of Québec, without regard to conflict of law principles.