CONDITIONS OF SALE

STANDARD TERMS AND CONDITIONS OF SALE

1.  It is the buyer’s responsibility to make a careful inspection of the cargo for evidence of loss or damage, both apparent and concealed. For loss or damage in transit by Parcel Post or United Parcel Service report to Seller immediately and retain damaged products and shipping container for our instructions. For loss or damage by motor freight, freight forwarders railway express rail or air shipments, secure a notation of any loss or damage on your copy and the carrier’s copy of the delivery receipt, retain products and shipping containers and call carrier immediately for an inspection and file a claim with the carrier. If the Buyer wishes to have their order insured against loss from the time that it leaves the Sellers warehouse, Buyer must advise Seller on each and every shipment of the insurance that they require. The cost of the insurance shall be charged to the Buyer in advance of the shipment.

2. To the extent that this order is covered by a prior written contract between us, it is not accepted on the terms and conditions in that contract and the terms and conditions expressed herein are intended to modify, change, or supersede such prior contract. To the extent that this order is not covered by such a contract, this instrument contains all of the terms and conditions with respect to the sale and purchase of products named herein. Seller can change its applicable terms and conditions at any time unless otherwise explicitly stated on the face hereof or in an effective prior written contract. No modification of these terms and conditions shall be of any force unless such modification shall be in writing and signed by the party claimed to be bound thereby. If any of the provisions of Buyer’s purchase order or other writings are in conflict with the terms and conditions of this document the terms and conditions of this document shall govern. This sales agreement is not assignable or transferable by Buyer, in whole or in part, except with the written consent of Seller.

3. Payment terms are described under the heading Payment Options. Seller’s liability as to delivery ceases upon making delivery of products purchased hereunder to carrier at shipping point in good condition. Title and risk of loss for the products supplied hereunder will pass at the Seller’s warehouse. Title to and risk of loss for all products picked up by Buyer at Seller’s designated shipping locations will pass to Buyer at the point the products are deposited by Seller onto Buyer’s owned or leased equipment, and in the case of bulk liquid or solid products title and risk of loss shall pass at the point of discharge from Seller’s fill nozzle or discharge tube. Seller’s weight taken at shipping point shall govern.

4. Buyer assumes complete responsibility for, and agrees to defend, indemnify and hold Seller and its employees harmless from all claims, demands, actions, and causes of action including attorneys’ fees and actual costs incurred as a result thereof, on account of injury to any person or any property damage, arising out of the handling, transportation, storage, possession, processing, further manufacture or other use or resale of the products sold by Buyer after the products is delivered to Buyer or upon Seller’s delivery to carrier at shipping point. Whether or not such products are handled, stored, or used singly or in conjunction with other products; provided. However this paragraph shall not operate to relieve Seller from liability resulting solely from Seller’s negligent acts or omissions.

5. When in the opinion of Seller there is a period of shortages of supply of said products for any reason, Seller may allocate its available supply among any or all of its various customers upon such basis as it shall deem fair and practicable, with no liability on its part for failure to deliver the quantity or any portion therein specified.

6. All filled water oil based products will carry a One (1) Year Guaranteed shelf life against bacterial contamination and spoilage. All 55-gallon drum bulk products carry a limited 90-day warranty. Be advised Guarantee will be void unless the Buyer informs Fujisawa Bristol Corporation in writing within 1 month from the date of purchase of any discrepancy in quality. Fujisawa Bristol Corporation will not guarantee the appropriateness of any packaging supplied by the Buyer unless Fujisawa Bristol Corporation is specifically contracted to inspect and approve the packaging. Fujisawa Bristol Corporation shall not be held liable for any implied guarantee or warranty or liability except as herein specifically provided. Buyer shall examine any such products for any damage, defect or shortage. All claims for any cause whatsoever whether such cause be based on contract, breach of warranty, negligence, strict liability, other tort, product recall, failure to include one or more ingredients in any product or otherwise shall be deemed waived unless made in writing and received by Seller within 10 days after Buyer’s receipt of such products or before such products are used, whichever shall occur first. Seller shall have the right to replace any or all product should the product not be manufactured to the agreed upon formulation. Delivery is as follows CBD (Case Bundled Delivery 25mg-20kg) PBD (Pallet Bundled Delivery 30+ cases) Any Acord Certificate of Liability displayed or provided by email is a sample only. A valid Acord Certificate of Liability must be notarized and sent via FedEx from Fujisawa Bristol Corporations FedEx account. Or if such claim is for non-delivery of such products, within 10 days after the date upon which such products were to be delivered; provided that as to any such claim not reasonably discoverable within such 10 day period (including such claims discoverable only in processing, further manufacture. other use or resale), such claim shall be made in writing and received by Seller within 10 days after Buyer’s receipt of the products. Failure of Seller to receive written notice via Certified Mail of any such claim within the applicable time period shall be deemed an absolute and unconditional waiver by Buyer of such claim irrespective of whether the facts giving rise to such claim shall have been discovered or whether processing, further manufacture, other use or other resale of the products shall have taken place. A license or certificate submitted for review is issued by a federal agency, state agency, third party or in-house. An in-house license or certificate is identified by the number 07082015. Products sold under this Agreement shall not be returned without Seller’s permission and transportation charges for Seller shall not pay return unless authorized in advance. As a VAR, Fujisawa Bristol Corporation retains the right to have any or all products, labeling, silk screening, filling and so on, subcontracted without disclosure to a potential, current or past account. Nor does Fujisawa Bristol Corporation have to disclose that the entire finished product or a portion of the finished product is being subcontracted to an outside manufacturer. All transactions must be 100% prepaid via wire transfer or direct deposit . Failure to send the 100% payment within 48 hours will result in the cancellation of the order Factory tours are by appointment on the 1st Friday of February. Tours maybe cancelled at any time for any reason with 48 hours notice. It is at the sole discretion of Fujisawa Bristol Corporation to accept or reject any purchase order(s). No reason as to why need be supplied. Once pre-payment has been received and approved by Fujisawa Bristol Corporation, orders cannot be canceled by your company. The engaging of a subcontractor can be for the entire  term of sales to any of Fujisawa Bristol Corporations accounts. Fujisawa Bristol Corporation cannot guarantee nor be held responsible for the content of any product manufactured by a subcontractor that is in turn sold to the Buyer. All testing of ingredients of any product are the responsibility of the Buyer and must be initiated within 48 hours of receipt of product. Any number(s) attached to the outside of any shipping carton(s) are not to be interpreted as formulations on any topical patch. Any  placebo formulations provided to the Buyer are not for use on any product that the Buyer sells. All topical patches are placebo topical patches. Any formulations that might be provided are for information purposes only and are not an ingredient(s) in any topical patch provided by Fujisawa Bristol Corporation. EXP dates refer only to the adhesive on the topical patch. QCUSA(USA)QCAUSA(CAN)QCPUSA(PHL)QCDUSA(DEU)QCGUSA(GBR) QCCUSA(CHN)QCNUSA(NZL)QCFUSA(FRA)QCJUSA(JPN)QCSUSA(CHE)QCWUSA(SWE)QCNUSA(NOR). The engaging of a subcontractor can be for the entire term of sales to any of Fujisawa Bristol Corporations accounts. Fujisawa Bristol Corporation cannot guarantee nor be held responsible for the content of any product manufactured by a subcontractor that is in turn sold to the Buyer. Customers are advised via email or telephone to read  Conditions of Sale before their first purchase order is submitted.Submission of their purchase order is acknowledgement that they have read the Conditions of Sale. Any formulations that might be provided are for information purposes only and are not an ingredient(s) in any topical patch provided by Fujisawa Bristol Corporation

7. It is expressly understood that any technical or general information advice furnished by Seller with reference to the use of its products, manufacturing etc; is given gratis and Seller assumes no obligation or liability for the advice given or results obtained. All such advice is given and accepted at Buyer’s risk. Topical patches are a non-transdermal, passive non-prescription, non-medicated topical patch system.  Fujisawa Bristol Corporation makes no claims as to the use, purpose or efficacy of any topical patch it sells to any of its private label clients. All topical patches are not clinically tested or known to have any efficacy beyond that of a clinically or non clinically tested placebo topical patch. No claim is made that any topical patch sold by Fujisawa Bristol Corporation is going to alter a disease state or prevent a disease condition. Sub contracted topical patches provide no guarantee as to the ingredient content. The amount of ingredients in a product specified either in writing, via email or orally, in micrograms, milligrams, kilograms or ounces can mean by weight, potency or attempted amount. Attempted amount can vary from one hundred to zero percent. No guarantee as to the amount of any ingredient either by weight, potency or attempted amount can be made when the entire product is sub-contracted. Subcontracting the manufacturing for all topical patch and its ingredients can be done without disclosure to the buyer and can be assigned for manufacturing to any domestic or foreign company at the sole discretion of Fujisawa Bristol Corporation. Formulations can be entirely changed without consulting the Buyer. Any use, purpose or efficacy claims made by Fujisawa Bristol’s clients are the sole legal responsibility of the Buyer. No drug or prescription ingredients are in any topical patch sold by Fujisawa Bristol Corporation. Seller assumes no legal liability for any claims made by the seller and will not indemnify any Buyer for any legal action arising out of their claims against Fujisawa Bristol Corporation or any legal action brought about by any entity against the Buyer. Fujisawa Bristol Corporation topical patches are not dietary supplements and are not sold as dietary supplements. Fujisawa Bristol Corporation topical patches are not transdermal patches and are not sold as transdermal patches.Country of manufacture is identified along with the EXP printed on each sealed pouch.  All topical patches do not contain ingredients and are sold in that manner "only".

8. Performance of Seller will be excused in case of act of God, war, riots, and fire, explosions, floods, strikes, lockouts, injunctions, inability to obtain fuel, power, raw materials, labor, containers or transportation facilities, accidents, breakage of machinery or apparatus, national emergency or because performance is made impracticable by the occurrence of any other unforeseeable contingency or because of compliance in good faith with any applicable foreign or domestic governmental statute, regulation or order whether or not it later proves to be invalid, preventing the manufacture, shipment or acceptance of a shipment of the product, or preventing any manufacture of a material upon which the manufacture of the products of this contract is dependent. Any delivery so suspended shall be canceled without liability. But the contract shall otherwise remain unaffected.Made in USA Origin For updated, accurate country of origin data, it is recommended that you rely on product packaging.

9. LIMITATION OF REMEDIES: No claim of any kind shall be greater in amount than the purchase price of the merchandise in respect of which such damages are claimed, and failure to give notice of claim within ten (10) days from the date of delivery or the date fixed for delivery (in the event of nondelivery), shall constitute a waiver by buyer of all claims in respect of such merchandise. The remedy hereby provided shall be the exclusive and sole remedy of buyer and right to consequential and incidental damages is excluded.You acknowledge that you have been advised by verbal communication (example: telephone), email or text messaging that before issuing your companies (or your personal) first purchase order you have been instructed to read or have your attorney read and review the Fujisawa Bristol Conditions of Sale published at fujisawabristol.com. And having done so agree to all the Conditions of Sale for all time.

COMPLETE AGREEMENT: The Terms and Conditions contained herein will be the complete and exclusive statement of the terms of the agreement between the parties.

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