Effective Date: 1st January 2026

These Terms and Conditions (“Terms”) govern all sales, rentals, and services provided by Spacevac Inc, a Delaware corporation with its principal place of business at:

1433 Sadlier Circle West
Indianapolis, IN 46239
United States

(“Supplier”)

These Terms apply to all business customers (“Customer”). These Terms do not apply to consumer transactions.

1. Applicability

1.1 These Terms apply to all quotations, sales, rentals, and services provided by Supplier unless otherwise agreed in a written agreement signed by an authorized officer of Supplier.

1.2 Any additional or conflicting terms proposed by Customer are rejected unless expressly agreed in writing.

2. Orders and Acceptance

2.1 All orders are subject to acceptance by Supplier.

2.2 A contract is formed only upon written order confirmation or shipment of goods.

2.3 Supplier reserves the right to refuse or cancel any order prior to shipment.

3. Pricing and Taxes

3.1 Prices are as quoted or as listed at the time of order acceptance.

3.2 All prices are exclusive of applicable federal, state, and local sales, use, excise, or similar taxes. Customer is responsible for all such taxes unless a valid exemption certificate is provided.

3.3 Freight, shipping, insurance, and handling charges are additional unless otherwise agreed in writing.

4. Payment Terms

4.1 Payment terms are Pro Forma unless credit terms have been approved in writing.

4.2 Approved credit accounts must pay invoices within 30 days from invoice date, unless otherwise stated in writing.

4.3 Payment must be made in U.S. Dollars via ACH, wire transfer, or approved method.

4.4 Payments are not deemed received until cleared funds are received by Supplier.

5. Late Payment

5.1 Supplier reserves the right to charge interest on overdue amounts at the maximum rate permitted under applicable state and/or federal law, accruing from the due date until paid in full.

5.2 Customer shall be responsible for all reasonable costs of collection, including attorneys’ fees, court costs, and collection agency fees, to the extent permitted by law.

5.3 Supplier may suspend deliveries, rentals, or services if any invoice becomes overdue.

6. Credit

6.1 Supplier may establish and modify credit limits at its sole discretion.

6.2 Supplier may suspend or terminate credit at any time.

7. Delivery and Risk of Loss

7.1 Risk of loss passes to Customer upon shipment from Supplier’s facility unless otherwise agreed in writing.

7.2 Delivery dates are estimates only and are not guaranteed.

7.3 Supplier shall not be liable for delays beyond its reasonable control.

8. Title to Goods

8.1 Title to purchased goods does not pass until Supplier receives full payment of all amounts due.

8.2 Until title transfers, Customer shall:

8.3 Supplier reserves the right to reclaim goods if payment is not made when due, to the extent permitted by law.

9. Rental (Hired) Equipment

9.1 Rental equipment remains the property of Supplier at all times.

9.2 Customer is responsible for:

9.3 Risk of loss for rental equipment remains with Customer until equipment is physically returned and accepted by Supplier.

9.4 Customer shall not sell, assign, sublease, or encumber rental equipment.

9.5 If equipment is not returned when due, rental charges continue until returned.

10. Warranty

10.1 Supplier warrants that goods will be free from material defects in workmanship and materials for twelve (12) months from date of delivery, unless otherwise stated in writing.

10.2 This warranty does not apply to:

10.3 Supplier’s sole obligation is, at its option:

10.4 THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

11. Limitation of Liability

11.1 To the maximum extent permitted by law, Supplier shall not be liable for:

11.2 Supplier’s total liability for any claim shall not exceed the amount paid by Customer for the specific goods or services giving rise to the claim.

11.3 Nothing in these Terms limits liability where such limitation is prohibited by law.

12. Indemnification

Customer shall indemnify and hold Supplier harmless from any claims, damages, or liabilities arising from:

13. Force Majeure

Supplier shall not be liable for delay or failure to perform caused by events beyond its reasonable control, including but not limited to:

Time for performance shall be extended accordingly.

14. Compliance With Laws

Customer shall comply with all applicable federal, state, and local laws in connection with the use of goods.

15. Governing Law and Venue

These Terms and any dispute arising from them shall be governed by the laws of the State of Delaware, without regard to conflict of law principles.

Any legal action shall be brought exclusively in the state or federal courts located in Delaware, and the parties consent to jurisdiction in such courts.

16. Entire Agreement

These Terms constitute the entire agreement between Supplier and Customer and supersede all prior communications.

No amendment shall be binding unless in writing and signed by an authorized representative of Supplier.

17. Severability

If any provision is found unenforceable, the remaining provisions shall remain in full force and effect.

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