Terms & Conditions
Terms are net 30 days from the date of Seller’s invoice. For Seller’s invoices which are not paid within the foregoing terms, Seller shall have the right, in addition to all other rights and remedies, to assess a late payment charge of one and one-half percent (1½%) (or the maximum allowed by law, if less) per month on the outstanding balance. In addition, Buyer shall be responsible for any and all fees and expenses incurred by Seller in collecting any payments due hereunder, including, but not limited to, attorneys’ fees and collection costs. If any check tendered by Buyer in payment is dishonored upon presentment for payment, then Seller, in addition to all other rights and remedies contained herein, may assess a dishonor charge of Fifty Dollars ($50.00).
Any Buyer requested changes to an existing order may result in new scheduled ship date for that order. If, pursuant to Buyer written direction or request, any change is made in the products to be furnished or any work to be performed, the agreed price will be equitably adjusted to reflect such change and the time for completion will be extended to the extent required to make such change. No change is binding on the parties unless mutually agreed in writing by the parties. These Terms and Conditions of Sale are subject to revision and change by Seller without notice, however, the then current Terms and Conditions of Sale shall be applicable to an order at the time it is accepted by Seller. Submission of an order by Buyer shall be conclusive evidence of acceptance of these Terms and Conditions of Sale.
Cancellation of orders or any portion thereof will be allowed only with Seller’s prior written consent and the payment of such cancellation charges as Seller may determine. Cancellation will not be accepted on products that are not regular stock, which are in the process of manufacture or customization, or are ready for shipment. Orders for unique or specialty products are not subject to change or cancellation without written approval from Seller and upon the condition that Buyer pays Seller applicable cancellation charges.
Specifications, weights, dimensions and descriptions are estimates but are not guaranteed and are subject to change without notice. Seller reserves the right to furnish materially equivalent substitutes for materials which cannot be obtained in sufficient quantities due to existing shortages. Cosmetic blemishes which do not affect performance shall not be considered a defect.
Seller warrants to Buyer that such products sold hereunder shall be in compliance with the written specifications accepted by Seller. This warranty does not cover any damage or defect which arises in whole or in part from any act or omission by Buyer or by any other person or entity after delivery of the products. No claim against Seller will be allowed unless asserted in writing within 90 days from the date of shipment of the products alleged to be defective. Buyer’s remedy for Seller’s breach of the warranty shall be limited to either repair or replacement of non-conforming products or, in the sole discretion of Seller, an adjustment in the purchase price of the non-conforming products. In no event shall Seller’s liability under this Agreement exceed the purchase price of the allegedly non-conforming products.
Seller shall not be liable to any person or entity for any incidental, consequential, special or indirect damages including, without limitation, lost profits or business interruption losses as a result of this agreement or the breach hereof, or such damages suffered by any purchaser or end user of any products, whether arising in tort, contract or otherwise.
Seller will not be liable for any delay in the performance of orders or contracts, or in the delivery or shipment of products, or for any damages suffered by Buyer by reason of such delay, when such delay is, directly or indirectly, caused by, or in any manner arises from any Act of God, or the public enemy, war, compliance with law, governmental act or regulation, fire, flood, quarantine, embargo, epidemic, unusually severe weather, strike, work stoppage, acts or omissions of carriers or other cause (whether or not similar in nature to any of these herein before specified) beyond the control of Seller. In the event of such delay, there will be no termination and the date of delivery or of performance shall be extended for a period equal to the time loss by reason of the delay.
All certification and verifications related to products (and the documentation associated therewith), including, but not limited to, certifications for testing and re-verification of products, shall be and remain the property of Seller.