COMPANY POLICIES, TERMS AND CONDITIONS OF PURCHASE
MATERIAL MAY NOT BE RETURNED WITHOUT OUR WRITTEN OR EXPRESSED PERMISSION, PLEASE INCLUDE OUR INVOICE NUMBER.
PAST DUE ACCOUNTS ARE SUBJECT TO A 5% PENALTY ON THE AMOUND DUEAND UNPAID, FURTHER MORE FINANCE CHARGES ON PAST DUE ACCOUNTS MAY BE 3% OVER PRIME RATE ANNUALLY.
Risk of Loss: Unless otherwise specified on the face of any invoice, customers address shall be customers location for delivery. Buyer shall bear all risk of loss or damage to the goods, and title shall shift from Seller to Buyer upon delivery of the goods.
Breakage or Loss in Transit: In the event of breakage or loss in transit. Buyer shall make a notation of this damage or loss upon the freight bill before acceptance of material and paying freight. All claims must be made within five (5) days after receipt of goods or they shall be deemed waived by Buyer.
Seller's Warranty: Seller warrants that the goods sold on each invoice will conform to the customers specifications that it will convey good title thereto and that such goods will be delivered free from any lawful security interest, lien or encumbrance.
Disclaimer of Warranties: Except as is otherwise provided. Seller makes no warranty of merchantability or fitness for a particular use, nor is there any other expressed or implied warranty associated with the sale of any goods. Buyer acknowledges the use of its own skill and expertise in the selection of the product and does not rely to form the basis of the bargain on any oral or written statements, representations, or samples made or presented to Buyer prior to or concurrent with the execution of this contract. Seller assumes no liability for any technical advice given to Buyer on the use of the goods purchased and Buyer expressly agrees that such advice will be used at its own risk.
Limitation of Remedies and Liability: Buyer's exclusive remedy for any cause of action is expressly limited to Buyer's option of replacement of, or repayment of the purchase price for the goods only, with respect to which damages are claimed. Seller shall not be liable and Buyer waives all claims against Seller for incidental or consequential damages based upon negligence, breach of warranty, strict liability in tort or any other cause of action. All claims shall be deemed waived unless made in writing within five (5) days of Buyer's receipt of the goods.
Indemnification: Buyer will indemnify Seller harmless against all claims, loss, liability and expense on account of any injury or death of persons (including Buyer's employees or damage to property) arising out of Buyer's unloading, storage, handling, use of resale of the product sold and invoiced except for the portion of damages attributable to Seller's negligence. This indemnity obligation of Buyer will survive termination of this contract.
Patent Infringement: If suit is brought against Buyer alleging that the manufacture or sale of the product sold and invoiced infringes any U.S. patent, Seller will defend Buyer and pay any award against Buyer for such infringement provided Buyer gives Seller prompt written notice and permits Seller to defend. This agreement to indemnify shall not include any goods made specifically for Buyer. Buyer warrants there is no U.S. patent covering them or Buyer has a right to have them made. Buyer shall assume all responsibility for the use of any design, trademark, trade names, or part thereof appearing on the goods at Buyer's request.
Applicable Law: This contract shall be governed by and construed in accordance with the Uniform Commercial Code as in effect in the state in which the transaction takes place except as the provisions of such Code are herein modified.
Invoice Agreement: Each individual invoice contains the entire agreement of the parties. Individual invoices may not be modified or terminated orally and no claimed modification, termination or waiver on any invoice shall be binding on Seller unless in writing signed by a duly authorized representative of Seller. No modification or waiver on any invoice shall be deemed effected by Buyer's acknowledgment or confirmation containing other or different terms. All titles to clauses contained on any invoice are for identification only and shall not be construed as being a substantive part of this agreement.
Please see the CSI Credit Application for additional Terms and Conditions.