Unless otherwise agreed to by THE GASKET FACTORY in writing, all freight costs are to be paid by Buyer. Unless otherwise agreed to by THE GASKET FACTORY in writing, all sales to destinations within Canada (“Domestic Sales”) are to be shipped F.O.B. or FCA THE GASKET FACTORY’s facility in Dartmouth, Nova Scotia, or other shipping point designated by THE GASKET FACTORY (each a “Source”) regardless of how freight costs are apportioned. All sales to destinations outside Canada (“International Sales”) are to be shipped Ex-Works per Incoterms® 2010. Title, ownership and risk of loss to any goods sold as either Domestic Sales or International Sales shall pass to Buyer, and THE GASKET FACTORY’s liability shall cease, immediately when THE GASKET FACTORY places any goods covered hereby at the disposal of Buyer (or Buyer’s selected carrier as Buyer’s agent) at the Source. Delivery to the job site or other location indicated by Buyer constitutes delivery to Buyer, regardless of whether Buyer or Buyer's agent is at such location at the time of delivery or signs a delivery receipt. THE GASKET FACTORY shall use commercially reasonable efforts to deliver the Goods within the time agreed but assumes no responsibility for any losses or damage, consequential or otherwise, incurred by Buyer due to delays, late deliveries, loss, breakage, or damage after having placed any goods, in good condition, at the disposal of Buyer or its carrier at the Source. All claims for loss or damages must be filed with the carrier by Buyer. In the absence of timely and specific shipping instructions from Buyer, or the failure of Buyer’s selected carrier to accept any goods on the acknowledged shipment date, THE GASKET FACTORY may select another carrier and service level similar to that of Buyer’s selected carrier (if any), so as to complete the Order as originally acknowledged by THE GASKET FACTORY. In such cases, Buyer will promptly accept any goods as if placed at the disposal of Buyer or its selected carrier at the Source. Buyer will be responsible for all costs incurred by THE GASKET FACTORY as a result of Buyer’s refusal of any shipment made by THE GASKET FACTORY according to the Terms and Conditions stated herein. Any non-standard or special packing or packaging requirements, requested by Buyer or required by carriers, are subject to THE GASKET FACTORY approval and provided at additional cost to Buyer. 6. Delay and Force Majeure Delays in production or delivery of any one or more goods shall not relieve Buyer of its obligation to accept and pay for remaining deliveries, regardless of the cause of such delay. THE GASKET FACTORY shall not be liable for or responsible for any failure to perform or failure to give notice of a delay when such delay is due to acts of God, war, riot, acts of terrorism, embargoes, acts of civil or military authorities, fire, flood, earthquake, accident, strike, severe inclement weather conditions, shortages of transportation facilities, shortages of utilities, delays in transportation, fuel, labor, or materials, a breakdown or accident or compliance with any other action taken to carry out the intent or purpose of any law or regulation, or for any other cause beyond THE GASKET FACTORY’s reasonable control. In the event of any delay caused by any such contingency, the date of shipment shall, at the discretion of THE GASKET FACTORY, be deferred until such event has terminated. In the event THE GASKET FACTORY’s production is curtailed for any of the foregoing reasons so that THE GASKET FACTORY cannot make available the full amount of the shipment, THE GASKET FACTORY may allocate production deliveries to the various customers then under contract for similar goods. The allocation will be made in a commercially fair and reasonable manner at THE GASKET FACTORY’s sole discretion. When allocation has been made, THE GASKET FACTORY will notify Buyer of the estimated quantity to be made available to Buyer and the approximate time when this quantity will be made available.
