General terms and conditions

Version 7 23/05/2021

Disclaimer of warranties/consequential damages.

PURCHASER ACKNOWLEDGES AND AGREES THAT SELLER SHALL HAVE NO LIABILITY TO PURCHASER FOR ANY CLAIM, LOSS OR DAMAGE CAUSED OR ALLEGED TO HAVE BEEN CAUSED DIRECTLY, INDIRECTLY, INCIDENTALLY OR CONSEQUENTIALLY BY THE EQUIPMENT, OR BY ANY INADEQUACY THEREOF OR DEFICIENCY OR DEFECT THEREIN, OR BY ANY INCIDENT WHATSOEVER IN CONNECTION THEREWITH WHETHER ARISING IN STRICT LIABILITY OR OTHERWISE. UNDER NO CIRCUMSTANCES SHALL SELLER BE LIABLE HEREUNDER FOR ANY LOST PROFITS OR FOR SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SELLER DISCLAIMS AND PURCHASER WAIVES ANY WARRANTY REGARDING THE OPERATION OF MACHINERY OR TYPE OF REFRIGERANT REFRIGERATED CONTAINERS MAY CONTAIN. IN THE EVENT ANY EQUIPMENT SURVEYS ARE PERFORMED AT THE REQUEST OF PURCHASER, SUCH SURVEYS SHALL BE CONDUCTED BY AN INDEPENDENT THIRD PARTY ON BEHALF OF PURCHASER. SELLER DOES NOT GUARANTEE THE ACCURACY OF ANY SUCH SURVEY.

Taxes, customs, compliance with laws.

Prior to sale to Purchaser, the Equipment has been used solely for international transportation and is located at the pickup location under temporary admission permission
pursuant to the Convention on Temporary Admission (Istanbul Convention) and related international and domestic laws. The Equipment has not been qualified in any jurisdiction for any other use. Purchaser agrees to assume exclusive liability for and to pay, to prepare all necessary filings (including VAT filings that may be required under the reverse-charge provisions), indemnify and hold SELLER harmless from all sales or use taxes, transfer, title and registration fees, VAT, domestication, personal property taxes or other taxes, tolls, levies, imposts, duties or government charges imposed in connection with the intended use of the Equipment by Purchaser, the sale of Equipment, or any services rendered by SELLER in connection with this sale of Equipment, including any penalties, fines or interest thereon.

Indemnification.

Purchaser will defend at its own expense and indemnify and hold harmless Seller, its agents, employees and indemnities from and against any and all claims, losses, damages, liabilities, demands, actions, costs, expenses and fees (including attorneys’ fees) arising out of, or in connection with, the sale of the Equipment to Purchaser or any subsequent use, operation or disposition of the Equipment.

Remedies/waiver.

The remedies reserved to Seller herein shall be cumulative and in addition to any other or further remedies provided by law. Seller’s failure to insist on performance of any of the terms and conditions of this Agreement, or Seller’s waiver of any breach, shall not act as a waiver of any other term or condition or any subsequent breach.

Assignment/entire agreement.

Purchaser may not assign this Agreement nor any of its rights or obligations herein without Seller’s prior written consent, which consent may be withheld for any reason. It is understood and agreed that this Agreement and the applicable invoice embodies the complete understanding of Purchaser and Seller relative to this sale. The parties may modify this Agreement only by a writing both have signed.

Jurisdiction and law.

This Agreement shall be construed and interpreted according to the laws of the State of California, USA excluding its conflict of laws rules. The United Nations Convention on the International Sale of Goods shall not apply to this Agreement. Any claim or controversy arising out of or relating to this sale, may be referred to arbitration in Sacramento county, in the state of California, USA before a single arbitrator appointed by the American Arbitration Association or may be litigated in the state or federal courts located in Sacramento county, in the state of California, USA. Seller and Purchaser hereby consent to be subject to the jurisdiction of such arbitration or courts and to waive any objection to the venue of such arbitration or courts and not to assert any defense of forum non conveniens. Seller and Purchaser agree that service of process upon the other in any action or arbitration may be made by mailing a copy (by registered or certified mail or commercial courier with receipt required) postage prepaid, addressed to the respondent Party at the address shown on the invoice. Service shall be complete seven (7) days after such process has been sent to the respondent Party. Purchaser agrees to pay Seller’s costs and attorneys’ fees in any action or arbitration brought to enforce any of the provisions of this Agreement. Nothing herein shall affect the right of either Party to serve legal process in any other manner permitted by law or affect the right of either Party to bring any action or proceeding against the other Party or its property in any other court of competent jurisdiction.

ADR provision.

The parties shall follow the steps bellow in a consecutive order:

Step One
Negotiation
In the event of any dispute, claim, question, or disagreement arising from or relating to this agreement or the breach thereof, the parties hereto shall use their best efforts to settle the dispute, claim, question, or disagreement. To this effect, they shall consult and negotiate with each other in good faith and, recognizing their mutual interests, attempt to reach a just and equitable solution satisfactory to both parties. If they do not reach such solution within a period of 60 days, then, upon notice by either party to the other, all disputes, claims, questions, or differences shall be finally settled by arbitration administered by the American Arbitration Association in accordance with the provisions of its Commercial Arbitration Rules.

Step Two
Mediation
If a dispute arises out of or relates to this contract, or the breach thereof, and if the dispute cannot be settled through negotiation, the parties agree first to try in good faith to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures before Resorting to arbitration, litigation, or some other dispute resolution procedure. Furthermore Mid Mountain Containers shall pay up to three hours of mediation services.

Step three
Arbitration
Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Arbitrator(s) shall be selected, by the parties, from a screened and trained pool of available experts. The place of mediation or arbitration shall be Sacramento, CA, USA. The language(s) of the mediation or arbitration shall be English Or The arbitration shall be conducted in the language in which the contract was written.

Exclusive warranty

Limited warranty coverage.

The Mid Mountain Containers Limited Warranty applies to new and used ISO shipping containers purchased from Mid Mountain Containers. During the Warranty Period, Mid Mountain Containers will repair, using new or refurbished replacement parts, or replace units or parts of a unit at no charge. The unit must prove defective because of improper material or workmanship, under normal use and maintenance. Unit leakproof guarantee included.

Warranty coverage period.
The Warranty Coverage Period for New ISO shipping containers is 10 years from the date of purchase from Mid Mountain Containers. Unit leakproof guarantee included.

The Warranty Coverage Period for Used Cargo Worthy ISO shipping containers is 5 years from the date of purchase from Mid Mountain Containers. Unit leakproof guarantee included.

A New replacement unit or part assumes the remaining warranty of the original New unit or 5 years from the date of replacement or repair, whichever is longer.

Refrigerated container provision:

-5-year warranty on new machinery and 10 years on new refrigerated container shell
-30-day warranty on used or refurbished machinery and 5 years on used refrigerated container shell

What does this limited warranty not cover?
This Limited Warranty does not cover any problem that are caused by:

-Conditions not resulting from defects in material or workmanship
-Malfunctions not resulting from defects in material or workmanship
-Damage not resulting from defects in material or workmanship

What do you have to do?
To obtain warranty service, you must first contact us to determine the problem and the most appropriate solution.

Payment terms

-All invoices are due on due date.
-Overdue payments will be subject to a service charge equal to the lesser of 2% per month or the highest legal rate.
-Purchaser will, defend at its own expense and indemnify and hold harmless Mid Mountain Containers, its agents, employees and indemnities from and against any and all claims, losses, damages, liabilities, demands, actions, costs, expenses and fees (including attorneys’ fees) arising out of, or in connection with, the sale of the equipment to Purchaser or any subsequent use, operation or disposition of the equipment.
-Chargebacks are subject to $500 penalty added onto amount due.

Refrigerated container extended warranty

This Plan is not an insurance contract.
This Plan is valid for California customers only.

Products covered: Carrier and Thermoking brand refrigerated containers.

COVERAGE: 

Your Product(s) will be restored to normal operating condition if it/they has/have failed due to defects in materials and workmanship, normal wear and tear, dust, heat and humidity. This Plan covers re-installation as well as all labor and parts costs necessary to repair Your Product(s) for problems due to functional part failures. Genuine manufacturer’s parts will be used whenever possible; however, the use of non-original manufacturer’s and re-manufactured parts is allowed under this Plan.

Non-Repairable Products – If We, in Our sole discretion, determine that Your Product is not repairable, We will provide a new, rebuilt, or refurbished product of equal or similar features and functionality, or if a similar product is not available, We will issue a check up to the original purchase price of the Product, including sales tax.

IF YOU NEED SERVICE: Call customer service to arrange for service. We will try to complete service as quickly as possible; however, We are not responsible for delays caused by factors beyond Our control, including, but not limited to: manufacturer’s parts delay, shipping to regional service facilities, or acts of God. You have the duty to protect Your Product(s) against any further damage. If there is an emergency, please describe the nature of the emergency to Our customer service representative. During severe weather conditions and peak service, We will give priority to emergency calls. Emergency services will be available at no extra charge.

TRANSFERABILITY: This Plan may be transferred to a subsequent owner at no additional charge. Proof of purchase receipt as well as any service repair receipts, must be transferred to the new owner. To transfer, call customer service.

DEDUCTIBLE: This Plan has no deductible.

CANCELLATION: You may cancel Your Plan within the first thirty (30) days of purchase by calling customer service.

ARBITRATION: Read The Following Arbitration Provision (“Provision”) Carefully. It Limits Certain Of Your Rights, Including Your Right To Obtain Relief or Damages Through Court Action. As used in this Provision, “You” and “Your” mean the person or persons who bought the Plan, bought the covered Products, or who is the registered owner with the Plan Administrator, and all of his/her/their heirs, survivors, assigns, and representatives. “We” and “Us” shall mean the Plan Provider, Plan Administrator, and Plan Seller identified above and shall be deemed to include all of their agents. Any and all claims, disputes, or controversies of any nature whatsoever (whether in Plan, tort or otherwise, including statutory, common law, fraud (whether by misrepresentation or by omission) or other intentional tort, property, or equitable claims) arising out of, relating to, or in connection with (1) this Plan or any prior Plan, and the purchase thereof; and (2) the validity, scope, interpretation, or enforceability of this Provision or of the entire Plan (“Claim”), shall be resolved by binding arbitration before a single arbitrator. All arbitrations shall be administered by the American Arbitration Association (“AAA”) in accordance with its Expedited Procedures of the Commercial Arbitration Rules of the AAA in effect at the time the Claim is filed. The terms of this Provision shall control any inconsistency between the AAA’s Rules and this Provision. You may obtain a copy of the AAA’s Rules by calling (800) 778-7879. Upon written request We will advance to You either all or part of the fees of the AAA and of the arbitrator. The arbitrator will decide whether You or We will be responsible for these fees. The arbitrator shall apply relevant substantive law and applicable statute of limitations and shall provide written, reasoned findings of fact and conclusions of law. The arbitration shall be held at a location selected by Us within the state in which this Plan was purchased. This Provision is part of a transaction involving interstate commerce and shall be governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq. If any portion of this Provision is deemed invalid or unenforceable, it shall not invalidate the remaining portions of the Provision, except that in no event shall this Provision be amended or construed to permit arbitration on behalf of a group or class. This Provision shall inure to the benefit of ad be binding on You and Us and its Provision shall continue in full force and effect subsequent to and notwithstanding the expiration of termination of this Plan. You agree that any arbitration proceeding will only consider Your Claims. Claims by, or on behalf of, other individuals will not be arbitrated in any proceeding that is considering Your Claims. You and We understand and agree that because of this PROVISION neither You nor Us will have the right to go to court except as provided above or to have a jury trial or to participate as any member of a class of claimants pertaining to any claim.

CONSUMER’S PROMISES AND ASSURANCES: In order to keep this Plan in force during its term, You must maintain the Product(s) in accordance with the service requirements set forth by the manufacturer’s specifications, including cleaning and maintenance. You must provide proper electrical requirements as specified by the manufacturer. In addition, You promise and assure: (1) full cooperation with the Plan Administrator, technicians and authorized servicers during diagnosis and repair of the Product(s); (2) accessibility to the Product(s); (3) a nonthreatening and safe environment for the service; (4) the presence of an adult at the time of scheduled service; and (5) that You will provide written or emailed notice of any defect or deficiency in service within ten (10) days of discovery.

EXCLUSIONS: This Plan does not cover any of the following:
(1) REPAIRS CAUSED BY ACCIDENT OR INTENTIONAL DAMAGE, SPILLED LIQUIDS, INSECT INFESTATION, MISUSE, ABUSE, PRODUCT(S) WITH ALTERED OR MISSING SERIAL NUMBERS; (2) UNAUTHORIZED REPAIRS AND DAMAGE CAUSED BY UNAUTHORIZED REPAIR PERSONNEL; (3) REPLACEMENT COST FOR LOST OR CONSUMER REPLACEABLE PARTS (SUCH AS KNOBS, MOTES, BATTERIES, BAGS, BELTS, BULBS, ETC.); (4) COSMETIC DAMAGE AND PROBLEMS DUE TO IMPROPER AND/OR NON-FACTORY AUTHORIZED INSTALLATION OR REPAIRS; (5) ACTS OF GOD; (6) PRODUCT(S) NOT ASSOCIATED WITH THE PURCHASE OF THIS PLAN; (7) ANY FEES RELATED TO THIRD PARTY CONTRACTS; (8) REPAIR OR REPLACEMENT DUE TO YOUR FAILURE TO FOLLOW THE MANUFACTURER’S INSTRUCTIONS; (9) ANY FAILURES, PARTS, AND/OR LABOR COST INCURRED AS A RESULT OF A MANUFACTURER’S RECALL; (10) REPAIR OR REPLACEMENT CAUSED BY DEFECTS THAT EXISTED PRIOR TO THE PURCHASE OF THIS PLAN AND KNOWN BY YOU; (11) SERVICE OR REPLACEMENT OUTSIDE THE CONTINENTAL USA;(12) CLEANINGS AND ALIGNMENTS UNLESS OTHERWISE NOTED; (13) THEFT OR LOSS; (14) HOT WATER RE-INSTALLATION COSTS OUTSIDE OF LABOR, SUCH AS ADDITIONAL LICENSING, PERMITS, OR OTHER PARTS REQUIRED BY LOCAL, COUNTY, OR STATE REGULATION; (15) LIABILITY OR DAMAGE TO PROPERTY, OR INJURY OR DEATH TO ANY PERSON ARISING FROM THE OPERATION, MAINTENANCE, OR USE OF THE PRODUCT(S); (16) COST OF PREVENTATIVE MAINTENANCE, OR DAMAGES CAUSED BY IMPROPER PREVENTATIVE MAINTENANCE; (17) SEIZED OR DAMAGED PARTS RESULTING FROM FAILURE TO MAINTAIN PROPER LEVELS OF LUBRICANTS OR COOLANTS, RESULTING FROM USING CONTAMINATED OR IMPROPER LUBRICANTS, RESULTING FROM STALE, CONTAMINATED, OR IMPROPER FUEL, OR RESULTING FROM FREEZING OR OVERHEATING; AND (18) PRODUCT(S) WITH SAFETY FEATURE(S) REMOVED, BYPASSED, DISABLED, OR ALTERED.

SMS Consent

By submitting form and providing mobile number, you consent to receive marketing and conversational text messages (e.g. promos, cart reminders, delivery messages) from Mid Mountain Containers at the number provided, including messages sent by autodialer. Consent is not a condition of purchase. Msg & data rates may apply. Msg frequency varies. Unsubscribe at any time by replying STOP.