terms and conditions
PRICING. Prices are subject to change at any time.
SHIPMENTS. All shipments are F.O.B. Indianapolis, Indiana. Title and risk of loss, injury or destruction of the goods passes to Purchaser upon delivery to the common carrier. Any such loss, injury or destruction shall not release Purchaser from any obligation under this agreement.
PAYMENT. Net thirty (30) days from the invoice date to approved accounts. Delay in the transmission of the invoice from Seller to Purchaser resulting from any cause arising after the dispatch of the invoice by Seller to Purchaser and over which Seller has no control, shall not extend the period for payment. DEFAULT CHARGES OF 2% PER MONTH WILL BE ADDED TO PAST DUE ACCOUNTS AND RETURNED CHECKS.
In case of Breakage, Damage, Shortage or Incorrect Shipment, notice must be given by Buyer within 5 days after receipt of goods. Failure to do so shall constitute a waiver of Buyer’s claim. NO RETURNS WILL BE ACCEPTED WITHOUT SELLER’S AUTHORIZATION.
Conforming Goods. All returns are subject to a twenty five percent (25%) handling and restocking charge. Credit will be issued only for goods sellable in the opinion of Seller. All authorized returns must be prepaid by sender.
Nonconforming Goods. The liability of Seller, and Purchaser’s exclusive remedy, for any defect in the goods shall be limited to repairing or replacing the goods, as Seller shall elect. The exercise of either of the options stated above shall constitute a settlement in full of all claims of purchaser for damages and shall operate as a release of all claims for damages by Purchaser arising out of this Agreement.
DISCLAIMER OF WARRANTIES. SELLER MAKES NO WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANT’S ABILITY OR FITNESS FOR A PARTICULAR PUPROSE. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE HEREOF. UNDER NO CIRCUMSTANCES SHALL SELLER BE RESPONSIBLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM, OR IN CONNECTION WITH, USE OF SAID GOODS.
On default by Purchaser, Seller shall have the option of: refusing to perform further under this and any other existing agreement between the parties that Seller may elect, and Seller may rescind any agreements between the parties and hold Buyer liable for all damages and losses occasioned thereby; or of reselling, at public or private sale, undelivered goods covered by this and other existing agreement between parties that Seller may elect. Seller shall not be liable to Purchaser for any profit on resale, but Buyer shall remain liable to Seller for the difference between (1) the agreement price of the goods, plus all expenses and charges for the account of Purchaser specified in the Agreement and all expenses of storage and resale, and (2) the resale price of the goods.
FORCE MAJEURE. The Seller shall not be liable for loss, damage or delay in the manufacture, shipment or delivery due to failure or happening of any events or conditions rendering performance commercially impracticable, or to any causes beyond the Seller’s control, including but not limited to acts of God, any acts or omissions of the Purchaser, civil or military authorities, fire, flood, windstorm, earthquake, strikes or other labor disturbances, civil commotion, war, delays in transportation, late delivery by Seller’s suppliers, fuel or other energy shortages, and inability to obtain necessary labor materials, supplies or equipment.
Any action against Seller for any breach of the Contract must be commenced no later than one year following Seller’s delivery of goods to Purchaser. If Seller should commence collection procedures or any action to enforce any term, condition or covenant herein, or to recover damages arising from breach of any such term, condition or covenant, or if Purchaser shall commence suit against Seller for any alleged breach of this Contract and not be successful in such action, then Purchaser shall pay Seller’s reasonable attorney’s fees and other expenses and costs incurred in such collection effort or action.
CHOICE OF LAW. The terms, conditions and covenants herein shall be governed by the laws of the State of Indiana.
CONTROLLING TERMS AND CONDITIONS. Seller’s acceptance of this Contract is expressly conditioned on the Purchaser’s assent to all of these standard terms and conditions of sale. No additional or different conditions or terms and no modifications or amendments hereof will be deemed to result from Seller’s receipt of any printer form or of other communication from Purchaser or thereafter proceeding with work or making delivery hereunder and all such additional terms or conditions are hereby objected to unless such additional or different terms, conditions, modifications or amendments have been accepted by Seller in writing.
NOTE: We hereby certify that these goods were produced in compliance with all applicable requirements of Section 6, 7 and 12 of the Fair Labor Standard Act, as amended, and of regulations and orders of the United States Department of Labor under Section 14, thereof.