1. Agreement. Each quotation/estimate for goods and/or services (the "Goods" and/or "Services") from, and the performance of the same by, THE LITTLE SPEED SHOP LLC ("Seller") shall be subject to these Terms and Conditions (together, this "Agreement"). Each order shall be deemed accepted upon and subject to the terms and conditions contained in the Agreement. 2. Pricing & Payment. The price for the Goods/Services is stated in the quote, estimate and/or invoice and is payable, at Seller's option. (a) prior to Seller commencing Service. or (b) upon completion of Services. If Buyer does not make payment when due, (i) Seller shall have a lien on Buyer's vehicle and Seller shall not be required to return the same until all lees and invoices are paid by Buyer, and (ii) Buyer shall be liable for storage fees of $100/day beginning two weeks after completion of all Services by Seller and continuing until all fees (including but not limited to storage fees, which shall be deemed included in the estimate/invoice charges) and invoices are paid and the vehicle is picked up by Buyer from storage. Said storage fees are also applicable in the event that Buyer makes payment in full for the Goods/Services, but fails to pick the vehicle up from Seller. and in such case, Seller's lien shall attach to the vehicle and the vehicle shall not be released by Seller until said storage fees are paid in full by Buyer. 3. Risk of Loss. Title to the Goods passes upon delivery to Buyer, and thereafter all risk of loss or damages are the responsibility of Buyer. 4. Time Not of the Essence. Seller will endeavor to deliver the Goods/Services by any agreed date or within any agreed period. These dates and periods. however, are only estimates given in good faith and, consequently. Seller will not be liable for any failure to deliver the Goods/Services by such a date or within such a period. Time for delivery will not be of the essence. 5. Warranties. A. Parts & Service. SELLER MAKES NO WARRANTIES, WHETHER WRITTEN, ORAL, IMPLIED OR STATUTORY. RELATING TO ANY PARTS, WHETHER THEY BE OEM PARTS. PERFORMANCE PARTS, MODIFIED PARTS, CUSTOMER SUPPLIED PARTS OR ANY OTHER PARTS. NO IMPLIED STATUTORY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE APPLIES TO ANY PARTS. BUYER SHALL RELY SOLELY ON THE MANUFACTURER'S WARRANTY. IF ANY. FURTHER, BUYER SHALL BE LIABLE FOR ANY ADDITIONAL LABOR/SERVICE REQUIRED AS A RESULT OF A DEFECT IN OR FAILURE OF ANY PART. B. Seller Manufactured Parts. NOTWITHSTANDING PARAGRAPH 5.A ABOVE, SELLER MAKES A LIMITED WARRANTY WITH RESPECT TO PARTS MANUFACTURED COMPLETELY BY SELLER IN THAT SUCH PARTS WILL BE FIRST QUALITY PARTS. SELLER SHALL REPLACE ANY DEFECTIVELY MANUFACTURED PART IT PRODUCES AND BUYER SHALL NOT BE LIABLE FOR SERVICE DIRECTLY RELATED TO THE DEFECT IN T1 IE PART. I HOWEVER, NO IMPLIED STATUTORY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE APPLIES TO SELLER MANUFACTURED PARTS. THE WARRANTY FOR SELLER MANUFACTURED PARTS SHALL BECOME NULL AND VOID IN THE EVENT THAT SUCH PART IS MODIFIED IN ANY WAY OR IF THE VEHICLE IN WHICH IT WAS INSTALLED IS USED ON A RACETRACK, OFF ROAD, IS RACED IN ANY MANNER OR USED IN ANY ILLEGAL MANNER. FURTHER, SAID WARRANTY SHALL BECOME NULL AND VOID IF THE SELLER MANUFACTURED PART IS MODIFIED TO BE A PERFORMANCE PART OR IF SUCH SELLER MANUFACTURED PART IS INSTALLED IN A VEHICLE WHICH CONTAINS PERFORMANCE PARTS. 6. Disclaimers. BUYER ACKNOWLEDGES THAT BUYER IS SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL NEW YORK STATE LAWS AND THAT IT IS SOMETIMES ILLEGAL TO OPERATE A VEHICLE WITH CERTAIN PARTS REMOVED, MODIFIED OR ADDED, AND AS SUCH BUYER'S VEHICLE MAY NOT PASS INSPECTION OR BE LEGAL ON PUBLIC ROADWAYS. SELLER IN NO WAY PROMOTES RACING OF VEHICLES OR OTHER DANGEROUS OR ILLEGAL ACTIVITIES INVOLVING MOTOR VEHICLES. IN THE EVENT BUYER ENGAGES IN RACING OR OTHER SIMILAR OR DANGEROUS OR ILLEGAL ACTIVITIES, BUYER DOES SO AT HIS/HER OWN RISK AND SHALL BE SOLELY LIABLE FOR ANY DAMAGE TO PROPERTY OR PERSON (INCLUDING DEATH) THAT MAY RESULT DIRECTLY OR INDIRECTLY FROM OR BE IN ANY MANNER CONNECTED TO THE SAME. BUYER SHALL INDEMNIFY AND HOLD SELLER HARMLESS FROM ANY AND ALL LIABILITY THAT IS A DIRECT OR INDIRECT RESULT OF (A) ANY REMOVED, ADDED OR MODIFIED PARTS ON BUYER'S VEHICLE, AND/OR (B) THE VEHICLE BEING USED TO RACE, OFF-ROAD, OR IN ANY DANGEROUS OR ILLEGAL MANNER. 7. Limitation on Liability. Buyer assumes all liability arising from the use or installation of the Goods/Services. Seller's liability, if any, on any claim relating to the Goods/Services or their sale, resale, operation or use, whether based on contract, warranty, tort (including negligence) or other grounds, shall not exceed the price allocable to such Goods/Services. SELLER WILL NOT BE LIABLE FOR SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS OR REVENUE, OR ANY DAMAGES TO THIRD PARTIES, LOSS OF WARRANTY, LOSS OF USE OF THE PRODUCT OR ANY ASSOCIATED PRODUCT OR VEHICLE, COST OF SUBSTITUTE PRODUCTS, SERVICES, DOWNTIME COSTS. 8. Test Drive; Insurance; Storing Vehicle. Buyer agrees and authorizes Seller to test drive Buyer's vehicle unless Buyer provides otherwise in writing to Seller. In the event Buyer does not authorize Seller to test drive the vehicle, Seller shall not be liable for any repairs due to a defect in any Goods/Services. Buyer represents and warrants to Seller that Buyer has in place sufficient insurance to cover any and all property damage to Buyer's vehicle and also has in place at least $300,000.00 per occurrence in liability insurance. Buyer acknowledges that Buyer's vehicle may be left outside of Seller's building and that Seller shall not be liable for any damage to Buyer's vehicle that is not directly a result of any fault by Seller. 9. Waiver and Modification. No waiver or modification of this Agreement will be binding upon Seller unless agreed to by Seller in a signed writing. Failure by Seller to enforce strict compliance with this Agreement will not constitute a waiver of any of the provisions of this Agreement. No delay or omission by Seller in exercising any right or remedy shall be a waiver thereof. No single or partial waiver by Seller shall preclude any other or further exercise thereof. All rights and remedies of Seller are cumulative. 10. Severability. If any provision of this Agreement is or becomes void or unenforceable for any reason then the validity of the remaining provisions will not be affected. 11. Choice of Law; Jurisdiction; Waiver of Jury Trial; Attorney Fees. This Agreement will be governed the laws of the State of New York without regard to principles of conflict of laws. Any claims arising out of or related to this Agreement and/or the Goods/Services shall be brought exclusively in Monroe County, New York. Buyer submits to the jurisdiction of all such courts. BUYER AND SELLER HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY ACTION TO ENFORCE, DEFEND, CONSTRUE OR OTHERWISE CONCERNING THIS AGREEMENT OR GOODS. If Seller incurs attorneys' fees to enforce any provision of this Agreement. Buyer will be liable for all disbursements, court costs and reasonable attorneys' fees incurred, regardless of whether or not an action is commenced. 12. Entire Agreement. The quotation or estimate given by Seller, together with these terms and conditions, contains the entire agreement between the Buyer and Seller regarding the subject matter herein and therein, and supersedes any prior agreements or representations, whether oral or written, and no agreement, representation or understanding not specifically contained herein or therein shall be binding, unless reduced to writing and signed by Buyer and Seller.
MOTORSPORTS IN GENERAL IS A DANGEROUS SPORT WHERE INJURY OR DEATH MAY OCCUR. ACCIDENTS AND FAILURES CAN OCCUR AT ANY TIME. BE AWARE THAT USE OF PARTS AND SERVICES AS WELL AS PARTICIPATION IN MOTORSPORTS ACTIVITIES CARRIES A SIGNIFICANT RISK, AND THE PURCHASER AND USER ASSUMES ALL RISKS. THERE ARE NO EXPRESSED OR IMPLIED WARRANTIES ON PARTS, COMPONENTS, SERVICES OR EQUIPMENT PURCHASED OR INSTALLED BY THE LITTLE SPEED SHOP LLC OR THE LITTLE SPEED SHOP RACE SHOP LLC.