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Terms and Conditions of Service
All services performed by CALEB BRETT U.S.A., Inc., doing business as Intertek Caleb Brett, its parent, subsidiaries and affiliated companies
(Hereinafter collectively referred to as "Caleb Brett") for the person or entity ordering such services (Hereinafter called "Customer") are undertaken
and the rates and charges of Caleb Brett are based upon the following Terms and Conditions:
Customer waives any and all other claims or causes of action against Caleb Brett, its officers, employees, agents or subcontractors
for incidental, consequential, punitive, special damages or lost profits, resulting from Caleb Brett's or a Subcontractor's work,
services or goods.
The customer shall indemnify, hold harmless and defend Caleb Brett, its employees, agents, representatives and subcontractors
from and against any claim, suit, demand, loss, expense or liability (including but not limited to cost of litigation and attorney's fees)
based on breach of contract by Caleb Brett and/or negligence or fault of Caleb Brett, whether actual or alleged arising from: (1)
claims or suits by Governmental Authorities or others of any actual or asserted failure of the Customer to comply with any law,
ordinance, regulation, rule or order of any Governmental or Judicial Body; (2) claims or suits arising from information supplied by
Customer and necessarily relied on by Caleb Brett; and /or (3) any claim, suit or demand from, or liability to, or loss or expense by
reason of a liability to any person other than Customer (including but not limited to employees or the Customer) in respect of
personal injury or death, damage to or destruction or loss of property belonging to any person or entity.
Customer agrees that each of its past due accounts shall bear interest at the highest legal applicable rate and that the Customer shall not be
entitled to retain or defer payment of any sums due to Caleb Brett on account of any dispute, cross claim or set off which it may allege.
Customer further agrees that if any of its accounts are placed with an attorney for collection, Caleb Brett shall be entitled to reasonable
attorney's fees and court cost from Customer.
Caleb Brett makes no other express warranties. Caleb Brett excludes all implied warranties including but not limited to the warranty
of fitness for a particular purpose, warranty of merchantability or warranty of results.
Customer's exclusive remedy for Caleb Brett's breach of its express warranty and the total liability of Caleb Brett, its officers,
employees, agents or subcontractors for any loss or damage claimed, either directly or indirectly, in contract, tort, or otherwise in
connection with the performance of the work or services involved shall be either ten times the fee paid or payable for such work or
services or Fifteen Thousand Dollars ($15,000.00) whichever is less.
The invalidity or unenforceability of any of the foregoing terms shall not affect in any way the remainder of the terms.
The provisions listed overleaf are to be considered part of these Terms and Conditions.
No officer, employee, agent, or subcontractor of Caleb Brett (other than the Chief Executive Officer) has authority to alter or waive any of the
foregoing provisions or to make any representation which will in any way conflict with or override any of the foregoing terms; and no such
alteration, waiver, or representation shall be binding upon Caleb Brett unless in writing and signed by the Chief Executive Officer of Caleb
Brett.
ALL CLAIMS MADE AGAINST CALEB BRETT, EITHER DIRECTLY OR INDIRECTLY, IN CONTRACT, TORT OR OTHERWISE, SHALL BE
GOVERNED BY THE MARITIME LAW OF THE UNITED STATES, EXCLUSIVE OF RULES FOR CHOICE OF APPLICABLE LAW. ANY
SUIT BROUGHT AGAINST CALEB BRETT SHALL BE FILED IN EITHER THE UNITED STATES DISTRICT COURT FOR THE SOUTHERN
DISTRICT OF TEXAS, HOUSTON DIVISION, OR THE DISTRICT COURTS OF HARRIS COUNTY, TEXAS.
Orders received by an officer or employee of Caleb Brett for assignments outside the U.S.A. will be forwarded on behalf of the Customer to the
appropriate foreign based associated Caleb Brett company or correspondent who will be solely and fully responsible for all matters in
connection with the order received, including directly acting for and reporting to the Customer. As a condition of Caleb Brett forwarding such
assignment on the Customer's behalf, it is understood that Caleb Brett, its officers, directors, agents and employees will bear no responsibility
with regard to the work or services rendered by the Company to whom the assignment is forwarded.
The report covering the work or services of Caleb Brett is furnished to the Customer for its exclusive use and not for the use of any other
person or entity. The report is based, and the work conducted, on the Customer's specific instructions, and there may be other relevant
information not requested or reported. Delivery of this report to any other person or entity does not constitute a representation by Caleb Brett
of any matter stated in this report to anyone other than its Customer. The Customer acknowledges that Caleb Brett does not, either by
entering into a contract or by performing services, assume, abridge, abrogate or undertake to discharge any duty of the Customer to any other
person. No person or entity, other than the Customer, in whose possession a copy of this report shall come, shall have any right against Caleb
Brett, its parent, subsidiaries or affiliated companies, their officers, employees, agents or subcontractors.
Caleb Brett expressly disclaims liability as an insurer or guarantor. Customer agrees to obtain insurance coverage against all risks.
Written notice of claim against Caleb Brett must be made within forty-five (45) days after delivery of the report covering such work. Failure to
give such written notice of claim within such forty-five (45) days shall constitute a bar or irrevocable waiver to any claim, either directly or
indirectly, in contract, tort or otherwise in connection with the performance of the work or services involved.
Caleb Brett warrants that its services shall be performed in a workmanlike manner consistent with that level of care and skill ordinarily
exercised by other companies providing like services under similar circumstances. This warranty shall become null and void in the event
Customer's account becomes DELINQUENT (all invoices are due and payable upon receipt and become DELINQUENT after thirty (30) days
from the date of the invoice).
Intertek Caleb Brett 2004 Price Schedule for Inspection and Laboratory Services
