Please print this purchase agreement, sign and fax to Ellison
Fluid Systems, Inc. at 909-906-1473.
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page of the printed purchase agreement before faxing to Ellison Fluid Systems,
THIS AGREEMENT is made this ________ day of _________ 20______, between
Ellison Fluid Systems, Inc. a Washington corporation, ("Seller")
A. WHEREAS, Seller is the manufacturer of aircraft carburetors (the
"Carburetor") and accessory equipment, including but not limited to,
plenum boxes (the "Plenum Box"), airflow straightening grids (the
"ASG"), cable clamps and right angle fuel fittings hereafter
collectively referred to as "Fuel System Components"; and
B. WHEREAS, Buyer is the builder or operator of an amateur built aircraft;
NOW THEREFORE, in consideration of the mutual covenants and obligations set
forth herein, the parties do hereby agree as follows:
1. Buyer agrees to buy and Seller agrees to sell, certain Fuel System
Components designated on the Purchase Order Form, or customer paid invoice,
which sale is subject to the following terms and conditions.
2. Seller discloses that the Fuel System Components are experimental and have
not been approved by the FAA for aircraft use. Seller makes no representations
or warranties (whether oral, written, implied, or in any other form) as to the
safety and airworthiness of the Fuel System Components or as to the Fuel System
Component's merchantability or fitness for any particular purpose, and Buyer
assumes all risks and responsibilities therefore.
3. Seller disclaims any and all responsibility for determining the
suitability, compatibility, safety and airworthiness (and any and all other
aspects) of the Fuel System Components as they relate to any aircraft in which
the Fuel System Components are installed (including Buyer's aircraft) and Buyer
assumes all risks and responsibilities therefore.
4. Seller disclaims any and all responsibility for the proper installation of
the Fuel System Components in any aircraft in which the Fuel System Components
are installed (including Buyer's aircraft) and Buyer assumes all risks and
5. Without waiving or limiting in any way any of the aforementioned
disclaimers, Seller hereby discloses that the Carburetor and/or Plenum Box can
accumulate ice which can result in partial or total engine failure and Seller
further discloses that any aircraft in which the Carburetor and/or Plenum Box
are installed must be equipped with a carburetor heat system that will provide a
95 degree F temperature rise to the induction air when the engine is delivering
75% of its full power.
6. Without waiving or limiting in any way any of the aforementioned
disclaimers, Seller hereby discloses that any engine equipped with the
Carburetor will experience power loss any time there are interruptions in fuel
flow due to fuel tank unporting and Seller further discloses that partial or
total power loss may occur due to excessive fuel temperature causing the
formation of fuel vapor in the fuel system.
7. Seller discloses that any engine equipped with the Carburetor must use
only aviation fuel and must include an induction heating system that will
provide a minimum temperature rise of 95 degrees F when operating at 75% power.
Seller shall have no responsibility for monitoring or enforcing compliance with
8. Prior to any flight during which another person will be piloting an
aircraft equipped with the Fuel System Components purchased by Buyer, Buyer
shall insure that the pilot is given a full briefing on the experimental nature
of the Fuel System Components as well as a full technical explanation of their
operational characteristics, requirements, and emergency procedures to be used
in the event of carburetor ice, fuel contamination, fuel vapor, fuel tank
unporting, or any other cause of power loss and any other information relevant
to the safe operation of the Fuel System Components that Buyer deems necessary
or appropriate. Seller shall have no responsibility for monitoring or enforcing
compliance with these provisions.
9. If Buyer sells the Fuel System Components or the aircraft upon which the
Fuel System Components are installed, Buyer shall provide the new owner with a
copy of this Agreement and shall immediately notify Seller of the new owner's
name and address.
10. Buyer agrees to hold Seller, its officers, directors, employees,
successors and assigns, harmless from, and Buyer hereby assumes the entire
responsibility and liability for, any and all claims for damage or injury of any
kind or nature whatsoever, including death, as to all persons, whether Buyer,
Buyer's employees, agents, or otherwise, and as to all property, including
Buyer's own property, caused by, resulting from, arising out of, or occurring in
connection with, the use by Buyer and any other person, of the Fuel System
11. If any person or entity shall make a claim for any damage or injury,
including death, resulting from the use of the Fuel System Components, whether
based upon Seller's alleged active or passive negligence, or based upon any
alleged breach of any statutory, contractual or common law duty or obligation,
or based upon any other legal theory, Buyer shall indemnify, defend and hold
Seller harmless, as well as its agents, servants, employees, officers and
directors, from and against any and all loss, expense, damage or injury that
Seller may sustain as a result of any such claim.
12. This Agreement shall be interpreted and enforced under Washington law.
Venue regarding any dispute, question, or claim arising from or related to this
Agreement shall be in King County, State of Washington.
13. This Agreement is the entire agreement of the parties with regard to the
matters dealt with herein. Neither party is relying on any oral or prior written
statements made by the other.
14. If any party to this Agreement consults with an attorney to enforce any
terms of this Agreement, the substantially prevailing party shall be entitled to
reimbursement by the other party in any dispute or proceeding of any kind, of
the substantially prevailing party's reasonable costs and attorney's fees,
whether such costs and attorney's fees were incurred with or without litigation
or on appeal.
15. This Agreement shall be binding upon the heirs, assignees, legal
representatives and all other successors in interest of the parties.
16. If any portion of this Agreement is determined to be unenforceable, the
remaining portion of the Agreement shall be given full force and effect. The
intent behind any unenforceable provision of this Agreement shall be given full
force and effect to the degree allowable by law.
17. Whenever required by the context of this Agreement, the singular shall
include the plural and vice versa.
Ellison Fluid Systems, Inc.