These terms and conditions ("Terms and Conditions") accompany T-Aviation LLC (TA) Purchase Order and Work Order, if accepted as is along with the Purchase Order/Work Order, form the complete agreement between TA and Customer ("Agreement"). Customer is deemed to accept these Terms and Conditions by a written or electronic acknowledgment of accompanying Purchase Order/Work Order or by commencement of work as contemplated by this Agreement. Acceptance hereof by Buyer supersedes, nullifies and voids any other terms, conditions, and representations, understandings, in oral or written form with respect to the Purchase Order (s) /Work Orders referencing this Agreement.
1. Authority to Execute: The person signing this agreement (“customer”) has actual authority, as owner of the aircraft or authorized agent for the owner of the aircraft, to authorize TA to undertake and perform all repair services requested, contemplated, or deemed necessary for the aircraft, as determined by the work proposal attached hereto. When applicable, all references to customer noted in this contract include the owner of the aircraft.
2. Scope of Repairs: Repair services include, but are not limited to, the furnishing of labor, parts, materials, components, appliances, and supplies for the purpose of repairing, restoring, replacing or upgrading the component or aircraft and any items located thereon or attached thereto. Repair services do not include freight charges, fuel or flight costs, and any applicable government taxes or fees, which may also become due and payable.
3. The customer will be required to provide TA such information as date of installation, hours in service as reflected in aircraft log book, nature of defect and any other information to allow TA the opportunity to meet vendor’s warranty requirements.
4. Right of Possession: TA is entitled to payment for all repair services performed on the component or the aircraft. Until such time as the total amounts owed have been paid, TA has a right to maintain possession of the component and aircraft and all original logbooks associated therewith. Upon full payment for all repair services performed on the component or aircraft, TA shall release the aircraft and its accompanying original logbooks to the customer or any other person so designated, in writing, by the owner of the aircraft. For purposes of this section, the owner of the aircraft is to be determined by reference to the most recently recorded Bill of Sale on file with the Federal Aviation Administration (FAA) registry whether it be an individual or entity.
5. Unless otherwise agreed upon in writing, payment for repair services are due and payable upon demand. If payment in good funds is not tendered to TA within ninety (30) days from the time that fees for repair services become due and payable, TA is entitled to file and record a mechanic’s lien for payments due, which may be enforced in accordance with applicable New Hampshire Statutes. This contract is in no way intended to waive the application of New Hampshire’s lien statutes. TA is not liable for any damages caused by delay in returning the aircraft to service when the delay is due to failure to make full payment when due.
6. Lien Enforcement: If, prior to the time that full payment for repair services has been made, TA elects, in its sole and exclusive discretion, to release possession of the aircraft or component, the parties mutually agree that this release of possession constitutes a good and valuable benefit in favor of the customer. For consideration of this benefit, the parties mutually agree that the customer knowingly and intentionally waives any right to contest the validity of any mechanic’s lien recorded pursuant to New Hampshire law due to TA’s failure to have actual possession of the aircraft at that time. Regardless of whether TA relinquishes possession of the aircraft prior to receipt of full payment for repair services, TA is entitled to maintain possession of the original aircraft or component logbooks until such time as full payment is received.
7. Fees for Storage: In the event that TA is required to maintain possession of the aircraft due to nonpayment of repair services, TA is entitled to collect a fee for hangar storage or storage equal to that amount TA customarily charges for storage of an aircraft or component of like type, commencing upon default of the demand for amounts due and owing. TA shall thereafter be entitled to maintain and enforce a lien for hangar rent or storage in accordance with applicable New Hampshire Statutes.
8. No Bailment: No bailment is created by TA’s possession of the aircraft. The customer bears the risk of loss of the aircraft or component due to unforeseen hazards or events. TA shall not be liable for any failure to perform repair services due to causes beyond its control, including but not limited to strikes, lockouts or other labor difficulties, machinery breakdowns, inability to obtain transportation, delays of carriers or suppliers, fires, floods, acts of God, acts of terrorism, war or other outbreaks of hostilities, and any foreign or domestic embargoes. Under no circumstances shall either party be liable to the other party for indirect, consequential, special, or exemplary damages, whether in contract or tort (including strict liability and negligence) such as, but not limited to, loss of use or diminution in value.
9. No Waiver: The failure of TA to immediately enforce any provision, right, or remedy of this contract does not waive the right of TA to enforce the provision, right, or remedy at some later time, nor does it preclude the right of TA to enforce any other provision, right, or remedy of this contract. The failure of TA to immediately collect payments when due is not a waiver of any amounts due and owing, and the acceptance of partial payments does not mean that TA has waived the right to collect the full amounts due and owing.
10. Contract Construction: In interpreting this contract, the parties agree that it should be interpreted as if neither party had drafted it for its own benefit, such that there is no presumed bias in favor of, or against, either party.
11. Severability: If a court of competent jurisdiction determines that any section of this agreement is not enforceable, or otherwise void or illegal, the remainder of the agreement shall remain in full force and effect, and the parties remain bound by its provisions.
12. Applicable Law: This agreement is to be construed in accordance with the laws of the State of New Hampshire, United States.
13. Dispute Resolution: Any disputes arising under this agreement, including claims regarding actions leading to the execution of this contract, or for any repair services performed hereunder, shall be resolved by adjudication in the civil courts of Strafford County, New Hampshire, United States. The parties agree to waive a jury trial in any such litigation.
14. Attorney’s Fees: If TA is required to take any action to enforce the provisions of this agreement, Customer agrees to compensate TA for the incursion of any court costs and attorney’s fees. Attorney’s fees include appellate fees.
1. T-Aviation LLC (TA.) warrants all equipment and spare parts to be free of defects in workmanship and material for a period specified. Repaired units for 30 days and overhauled units for 90 days from date of invoice. The material found defective must be returned within the warranty period.
2. This warranty is limited to repair, replacement or refund of purchase price at TA’s discretion.
3. All freight, labor, resulting damage or related costs caused by the defective part will not be covered unless specifically agreed to in writing by an authorized TA Representative.
4. The cost of removal and installations must be paid by the customer.
5. Purchaser is required to provide TA such information as the date of installation, hours in service as reflected in aircraft log book, nature of defect and any other information to allow TA. the opportunity to meet vendor’s warranty requirements.
6. The warranty is void if the unit shows signs abuse, alteration(s), broken seal(s), improper installation(s) or packaging inadequate for the protection of the item returned by shipment.
7. The warranties set forth herein are expressly in lieu of any and all other warranties and obligations either expressed or implied, including warranty of merchantability, fitness or suitability for any purpose.
8. If a component is returned for warranty and it is determined that the warranty is denied, customer will be billed for all incurred costs.
1. All exchange core units must be same identical part number and modification status unless otherwise agreed upon by TA.
2. If exchange core units are not same identical part number and modification status, customer will be billed in addition for or forfeit the core deposit for all upgrade and/or replacement costs.
3. Exchange prices are based on the return of identical item with routine overhaul or repair costs. Cost of repair or overhaul above routine charges will be billed in addition to the exchange charges.
4. The exchange price will not be applicable in the case of abnormal or excessive damage due to fire, use, accident, abnormal wear or unauthorized repair.
5. All cores must be returned within ten (10) days from the date of removal or the cost of the core plus non cash fees will be billed in addition as appropriate by TA.