Conditions of Sale: Buyer’s proposal or purchase order shall be subject only to the terms and conditions set forth herein, notwithstanding any terms and conditions that may be contained in any proposal, purchase order, acknowledgement or other form of Buyer. Such proposed terms and conditions of Buyer shall not bind Teknipure, LLC (the “Seller”), unless they are accepted by Seller in advance and in writing, with Seller’s execution. These terms and conditions of Seller control, regardless of whether or not they materially alter Buyer’s proposal or purchase order. All orders of Seller’s goods, products, or services shall be governed in all respects by the laws of the state of Arizona.
In the absence of a written, fully executed agreement to the contrary, the acceptance of any goods received by Buyer that fulfill, in whole or in part, a proposal or purchase order to Seller shall constitute an acceptance of these terms and conditions of Seller by the Buyer, irrespective of any conflicting terms and conditions of Buyer in its submitted proposal or purchase order.
General Terms of Sale: Payment: Due Net thirty (30) days, on credit approved in advance, and in writing, by Seller. Otherwise, all payments are due in advance of delivery, at the discretion of Seller. Seller accepts payment from American Express, MasterCard, or VISA. Payment by credit card must be communicated in writing to, and confirmed by, Seller at time of order placement; card will be charged at time of shipment for all items in stock at the time of order placement, and will be charged upon order placement for all special order or backordered items. Seller also accepts ACH / Wire Transfer of funds for payment. FOB: Shipping point for parcel & pallet shipments. Full containers are delivered FOB destination.
Quotation Expiration: All quotations of Seller are valid for thirty (30) days from the quotation date, unless otherwise specified. Please refer to quote number when inquiring or ordering. Seller may change agreement pricing with 60 days notification.
Selling Price: The selling price on back orders, and as shown on Seller’s price list and/or current quotation, is subject to change with 60 days prior notification and will be priced in accordance with Seller’s price list in effect at the time of shipment.
Shipping Discrepancies: Errors in shipping quantity or damage to shipped products must be reported in writing to Seller within five (5) days of receipt of product, or Buyer waives any rights to such errors or damages.
Order Cancellation and Reschedules: Orders may be cancelled only upon written, executed approval by Seller. Such cancellations are subject to a cancellation fee as determined by Seller. Scheduled shipments may be reset to a date later than originally agreed to by Seller, only upon written, executed approval by Seller. Such shipment reschedules are subject to a rescheduling fee as determined by Seller.
Return for Credit or Exchange: Claims for inaccurate fulfilling of orders must be made in writing by Buyer to Seller within five (5) days after Buyer’s receipt of the goods, or Buyer waives any rights to such inaccuracies. If Buyer refuses timely shipped goods, it consents to an assessment of reasonable storage fees against it by Seller. All returns by Buyer must have an accompanying return authorization number from Seller stemming from an approved reason for return as determined by Seller at its discretion. Return procedures must be initiated by Buyer directly contacting Seller in writing. All approved returns are subject to a twenty percent (20%) restocking fee, and Buyer is responsible for all return shipping costs, as well as all liability associated with such return shipments. All returns of non‐defective material for credit or exchange, not due to a Seller error, must be authorized in advance, and by written, executed approval by Seller. Items to be returned must be current, standard price list items placed securely in their original, unopened packaging and in sellable condition. Seller reserves the right to inspect and reject all returns. Non‐standard, modified, “special order”, “special value” or “promotional” items or custom products are non‐cancelable, non‐returnable, and non-refundable. . All return authorizations of Seller expire within ten (10) days after issuance and shall not be renewed.
Freight/Delivery: Standard shipment method is UPS ground or common freight carrier as determined by Seller, with pre-payment by Buyer, and all liability and risks of the goods, products and services resting with Buyer once they leave their shipping point. Estimated delivery is based on availability of goods, products, and services at the time of quotation, and Seller is not responsible for any delay damages if deliveries exceed their estimated time frame or otherwise. Quotations by Seller are presented without the benefit of written specification and/or manufacturer review. If a specification becomes part of any order, it is only upon advance, written, and executed approval of Seller, with a reservation of all rights by Seller to review and requote. Any clerical errors by Seller are subject to correction, with no liability on Seller. Seller shall not be liable for any acts of God or public authority, labor disturbances, accidents, fires, floods, extreme weather conditions, failure of and delays by carriers, shortages of material, delays of suppliers, or any other cause beyond Seller’s control. In no event shall Seller be liable for consequential or special damages arising out of a delay in or failure of delivery. Buyer’s requested delivery date or schedule shall be approximate and subject to Seller’s acceptance in advance, and only upon written, executed approval by Seller.
Warranty: Seller provides a limited one (1) year product warranty on product materials, workmanship and integrity, from the date of product manufacture. This limited warranty is dependent upon proper handling and storage of the product by Buyer, with all risk and liability of the products F.O.B. shipping point. Certain products contain shelf life limitations and additional storage requirements, so they are not covered by Seller’s limited warranty. Products with shelf lives will leave the shipping point with greater than fifty percent (>50%) storage time remaining in the product. Any replacement of defective products under this limited warranty will be at the sole discretion of Seller. Seller is not responsible for the return shipping of any products claimed to be defective and under warranty, and it may cover the cost of shipping replacement products at its discretion; however, Seller has no shipping obligations under these terms and conditions. In no event shall Seller be liable for consequential or special damages arising out of a defect in material or workmanship, or mis-use of its products.
Nuclear Indemnity: If the goods are to be used in any nuclear installation or activity, the Buyer or the ultimate user(i) shall secure and maintain the maximum nuclear property damage liability insurance protection available (ii) shall enter into and maintain a government indemnity agreement, and (iii) shall waive and require its insurers to waive all rights of recovery or subrogation against Seller and shall indemnify and hold Seller harmless from and against any claims, losses or damages arising out of a nuclear incident as defined in the Atomic Energy Act of 1954, as amended. Buyer understands and agrees that Seller provides no indemnifications to Buyer, or any third-party, for any goods, products or services under these terms and conditions, including, but not limited to, and any indemnification for intellectual property claims. Whether any goods, products, or services of Seller, which are ordered by Buyer, are appropriate for any particular use, or compliant with any applicable local, state, or federal rules, regulations, laws, or ordinances, is the sole responsibility of Buyer.
Inspection: Buyer shall be responsible for inspecting all products shipped hereunder prior to acceptance. If Buyer does not provide Seller with written notice of any rejected goods, products or services within five (5) days after Buyer’s receipt of them, the goods, products, and services shall be deemed to have been accepted by Buyer.
Taxes: Tax or duty of any nature what‐so‐ever arising out of, or assessed against, orders may be added to the prices quoted or invoiced by Seller and shall be paid by the Buyer. In the event that Seller is required to pay any such taxes or duties, the Buyer shall reimburse Seller, unless the Buyer provides Seller, at time of order, with exemption certificates or other documents acceptable to taxing or custom authorities.
Exports: Buyer represents that it will not knowingly export, either directly or indirectly, any goods, products, or services of Seller to any country for which approval is required, without the prior written approval of the Office of Export Administration of the U.S. Dept. of Commerce or any other applicable U.S. Government Agency. Such approvals must be provided to Seller in advance of shipment of the subject goods, products, or services.
Collection / Attorneys’ Fee: Buyer is responsible for all costs incurred by Seller for the collection of invoices including ‐ but not limited to ‐ reasonable attorneys’ fees, collection agency costs, and all court or related fees. Buyer agrees to the Superior Court of the State of Arizona, Maricopa County, as the venue to adjudicate any and all disputes under these terms and conditions, and expressly consents to the jurisdiction (personal and subject matter) of that Court. Moreover, Buyer consents to service by certified mail of any Complaint of Seller filed in that Court.
Finance Charge: Buyer agrees to a 1 ½% monthly (18% per annum) interest assessment on any past due invoices or accounts.