General Terms & Conditions of Sale
1. PRICE: Seller reserves the right to change its price schedule at any time without notice. In the event of an increase in price applicable to existing orders placed by the Buyer, the Buyer may cancel such order at any time within 10 days after notice of such increase. The amount of the present or future sales, revenue, excise or other taxes applicable to the goods shall be added to the purchase price and shall be paid by Buyer unless Buyer provides a tax exemption certificate. If Seller does not hold the applicable sales tax license for Buyer's tax jurisdiction the responsibility of remitting the sales or use tax will be the responsibility of the Buyer and will not be included in the price.
2. DELIVERY & TRANSPORTATION: In the absence of prior special arrangement confirmed in writing and agreed by Seller and Buyer, goods are sold and shipped according to the shipping terms on the face of the Seller's order acknowledgment.
3. PAYMENT TERMS: Buyer agrees to make payment in accordance with the terms stated on the face of the order. If Buyer defaults, is insolvent or if, in the reasonable option of Seller, Buyer's credit is impaired, Seller shall have the right to demand payment in full for any goods (1) delivered or (2) in transit, or (3) ordered but not yet shipped, before proceeding with shipment and may recall or withhold shipments in transit until payment is made. Invoices not paid within the time period allowed by the stated terms will be assessed a finance charge of 1.5% per month on the unpaid balance of the maximum allowable rate permitted by law. Notwithstanding anything to the contrary stated on payment, payments will be applied first to finance charges and then to invoice charges. Buyer shall be assessed a $35.00 fee for any returned payments from Buyer's financial institution.
4. DELAYS: Seller shall not be held responsible for any delays in shipments caused by reasons beyond the reasonable control of the Seller.
5. RETURNED GOODS: Buyer may not return any goods to the Seller without first obtaining Seller's written consent, which consent may be withheld for any or no reason. No returns will be allowed for any expired products or products sold to the Buyer more than 30 days after the initial sale of the products. Returned goods will be accepted for credit against future orders only and must be returned unopened and in good condition. No cash returns will be provided. Buyer shall not be reimbursed or credited for any shipping costs associated with the purchase or return of the products.
6. GENERAL: Buyer hereby agrees to indemnify, defend and hold harmless Seller and its officers, directors and employees from and against any and all third- party claims, demands, losses, liabilities, damages, suits, actions, attorney fees and costs that any of the indemnified parties incur or suffer arising out of or otherwise related to (a) the use of the goods purchased; (b) any personal injury or property damage caused directly or indirectly by Buyer, it's customers, contractors, employees, including but not limited to, use or misuse of the goods purchased; (c) any use of goods, in whole or in part, in violation of any country, federal, state, county, local or municipal law, rule, regulation, ordinance or similar edict; or (d) Buyer's failure to comply with the product manufacturer's Health & Safety program or published installation guidelines. The above general terms and conditions constitute the entire agreement between parties hereto and may not be changed or modified except in writing signed by the parties. Buyer and Seller agree that the laws of Pennsylvania shall govern this agreement. Venue for any action arising out of or relating to this agreement or any order shall be in the Courts of Pennsylvania located within Delaware County ad each Buyer and Seller hereby submit to the exclusive jurisdiction of those courts and waive and agree not to raise any claim or forum non conveniens. By signing below, Buyer hereby acknowledges receipt and agreement to these terms and conditions.
7: BUYER REPRESENTATIONS: By completing this application, Buyer agrees that it has, or will implement at the time of handling, application, or resale of the products its own comprehensive product safety program designed to ensure compliance with all industry standards and practices for health, safety and product stewardship for the protection of Buyers employees, contractors, customers, and consumers. Buyer further represents and warrants that is, has, or will implement/provide comprehensive training and continuing education services to its employees, contractors and customers, as applicable, in line with industry standards and practices.