Omega Plastics | Conditions of Sale | Omega Plastics, LLC

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Conditions of Sale

  • Unless otherwise shown hereon, all terms are F.O.B. Seller’s plant and net 30 days at Seller’s prices in effect on the date of shipment. Seller reserves the right to increase or decrease the price on all or any portion of this order due to increased or decreased cost of material or labor. Seller reserves the right to make corrections due to typographical, clerical, or engineering errors or because of incomplete information from Buyer. This quotation notwithstanding, all orders are subject to acceptance at Seller’s plant. If Buyer or paying entity shall fail to make any payments in accordance with the terms hereof, Seller may cancel this order as to any undelivered items, and in addition to its other rights and remedies but not in limitation thereof, at Seller’s option, defer or withhold shipments or deliveries hereunder (or under any other contract with Buyer) except upon Seller’s receipt of cash before shipment or such security as Seller deems satisfactory.
  • Unless otherwise shown as included in the price, such price does not include any freight rate increases and/or added expense resulting from compliance with Buyer’s shipping instructions whether or not reflected in Buyer’s order, the expense of intra-city delivery to rail siding on shipments by rail any applicable manufacturer’s sales, use or value added taxes; import or export duties: the expense of special preparation for export including export packaging, consular invoices, export declarations, certificates of origin, insurance in transit or similar items, and examination or inspection charges incident to inspection by other than Seller’s employees or agents. Buyer will be invoiced for those items where applicable: import licenses, foreign exchange and customs approval required in connection with the purchase, delivery or payment of goods, material and products (hereinafter referred to as “good”) are to be obtained by provided at Buyer’s expense. In no event shall Buyer’s shipping instructions waive any term or condition as to delivery herein.
  • In the case of extrusion systems, any tooling or die charges are for labor and development only and extrusion tooling systems will remain Seller’s property in Seller’s possession.
  • Deliveries shall be considered made when the goods hereunder, or any part thereof are either loaded on inland carriers evidenced by transportation receipts or placed in storage, whichever shall be earlier in time. At that time title to and risk of loss of the goods shall pass to Buyer. Seller shall not be responsible for delay in or failure of deliveries resulting from any cause beyond Seller’s control, including without limitation: fire, act of God or force majeure, riot, civil demonstrations, insurrection, war or national emergency, strike or labor dispute, freight embargo or transportation delay, shortage of labor, inability to secure fuel, material, supplies or power at current prices official or governmental agency (local, sate, federal or foreign) affecting the conduct of Seller’s business and with which Seller in its judgment or discretion deems it advisable to comply whether or not it may have any legal duty to do so. Buyer agrees to inspect at Buyer’s expense and risk on all goods before acceptance, and to refuse acceptance unless any loss or damage in transit is fully noted on the delivery bills and receipts. Seller assumes no responsibility for damage to or loss of goods occurring during shipment or deliver, and Buyer agrees to make all claims for any such damage or loss.
  • Cancellation or change in any order by Buyer shall not be effective without notice received, agreed to, and confirmed in writing by Seller. In the event Seller in its discretion approves Buyer’s cancellation of an order, Buyer agrees to pay a reasonable cancellation charge. Seller’s prior written consent must be obtained before returning any goods.
  • SELLER EXPRESSLY EXCLUDES ALL WARRANTIES, GUARANTEES AND REPRESENTATIONS, EXPRESS OR IMPLIED INCLUDING BUT NOT LIMITED TO WARRANTIES OR MERCHANTABLILITY, MATERIALS, WORKMANSHIP, DESIGN AND SUITABILITY FOR A SPECIFIED OR INTENDED PURPOSE. In lieu of all warranties, goods sold hereunder (other than items purchased by Seller from others) will be repaired or replaced F.O.B. point of origin or the purchase price will be refunded at Seller’s option if return or rejection in writing is made within thirty (30) days after receipt or order if such goods are proven defective because of faulty material or workmanship. Seller assumes no responsibility for any design assistance provided to Buyer as part of product development, and Buyer agrees that any assistance provided to Buyer is solely to aid in extrusion processing. Seller assumes all responsibility for fit for use, and product testing prior to use.

    Seller do not assume any liability for failure of goods manufactured and sold by others and used in conjunction with Seller’s services or goods or used in compounding mixes to be sold by Seller, and Buyer’s sole recourse shall be against the manufacturer. In the event a mix sold by Seller proves to be defective and such defect is caused by the manner in which Seller compounded the mix, Seller will at its option replace the mix or refund its purchase price.

    Seller does not assume any liability for damage resulting from services performed by others or a faulty installation, misuse or misapplication of goods sold by Seller or items upon which Seller has performed services. Buyer agrees to indemnify and hold Seller harmless from all liability and expense arising out of or attributable to such faulty installation misuse, misapplication, or mismarking.

    Seller’s prior written consent must be obtained before returning goods for replacement or credit.

    In the event of defects caused by Seller’s workmanship, at Seller’s option such defects will be repaired in the field by Seller, the defective item will be replaced by Seller, or the cost of Seller’s services will be refunded if such defects are reported to and confirmed by Seller prior to the defective item being placed in service or, in the case of risers, within six months from the date of delivery to Buyer.

  • Buyer hereby indemnifies, agrees to hold harmless and defend Seller (including any of Seller’s division, subsidiaries, or affiliates) from and against any and all liabilities claims (founded or unfounded) losses, damages, costs and expenses (including without limitation, consequential damages and reasonable professional fees) resulting from Buyer’s specification, design or improper use of the goods. Buyer’s omission or neglect, or infringement or misapplication by Buyer of proprietary or other information furnished regarding such goods sold by seller whether or not the goods or information originated with Seller.
  • Upon request, Seller will endeavor to furnish such technical as it has available in reference to the use of the goods by Buyer. It is expressly understood that any technical advice furnished by Seller will reference to the use of the goods is given gratis, and Seller assumes no obligation nor shall Seller be liable for the advice given or results obtained, all such advice being given and accepted at Buyer’s risk.
  • All orders for custom extrusions and moldings are subject to an over or under run of 10%.
  • Any action by Buyer under or for breach of this agreement must be commenced within two (2) years after the cause of action has occurred.
  • Buyer’s order is accepted on the terms and conditions stated herein and Seller’s acceptance of Buyer’s order is expressly made conditioned upon Buyer’s assent to such terms and condition. No agreement or understanding, oral or written, shall be binding on Seller (whether contained in Buyer’s purchases forms or otherwise), other than set forth herein, if such shall in any way modify or waive the terms or conditions herein, unless hereafter made in writing and signed Seller’s authorized representative. Waiver by Seller of any default hereunder shall not be deemed a waiver by seller of any other or subsequent default which may thereafter occur.
  • These terms and conditions shall be construed in accordance with the law of the State of Tennessee.