TERMS AND CONDITIONS OF SALE
TERMS OF PAYMENT: Net 30 Days. All agreements contingent upon strikes, accidents or other causes beyond our control. Seller is not responsible for machine work, labor charges or any other losses or damage caused by defective material.
INTEREST CHARGES: A one and one half percent (1.5%) service charge per month will be charged on the unpaid balance of all accounts over sixty (60) days old from the date of the invoice.
PRICES: Standard Metals, Inc. reserves the right to change the price from the price estimated at the time of the placement of the order to the price in effect at the time of delivery. Transportation charges shall be made based upon the terms indicated on the reverse side of this invoice. Unless otherwise specified, the price is for a single shipment, F.O.B. Standard Metals, Inc.
PACKAGING: Packaging charges may be included in the invoice when utilized.
OWNERSHIP OF MATERIALS: Delivery of goods to common carrier, licensed trucker or vessel shall constitute delivery to Buyer and all risk of damage in transit shall be borne by Buyer. Title to the lien thereof shall pass to the Buyer upon delivery of such Item at the F.O.B. point. Risk of loss of an Item shall pass to Buyer and Buyer hereby grants to Standard Metals, Inc., a purchase money security interest under the Uniform Commercial Code (or, if the Item is located in Louisiana, a vendor’s lien) in the Item until such time as full payment is received.
REPOSSESSION OF MATERIALS: Standard Metals, Inc., may enter Customer’s premises while an employee of Customer is present in order to retake possession of any materials for which payment in full has not been received.
RESPONSIBILITY FOR NON-PERFORMANCE OR DELAY: Standard Metals, Inc., shall not be liable in damages to Buyers for non-performance, or for delay in performance, of orders or in the delivery or shipment of materials or for any damages suffered by Buyer by reason of such non-performance or delay, when such non-performance or delay is due to strike, fires, severe weather, government action, the fault of Standard Metals, Inc.’s source of supply or of any transportation company, or, any other cause or causes beyond its control.
TAXES: Standard Metals, Inc.’s prices do not include sales, use, excise or similar taxes. Consequently, in addition to the prices specified herein, the amount of any present or future sales, use, excise, value added or other similar tax applicable to the manufacture, sale, price, delivery or use of the Items furnished hereunder, shall be paid by the Buyer as part of the said price, or, in lieu thereof, the Buyer shall provide Standard Metals, Inc. every two years with a tax-exemption certificate acceptable to the taxing authorities.
LIMITS AS TO SIZE, TOLERANCES, ETC.: Unless otherwise expressly provided, products furnished by Standard Metals, Inc. are to be within limits as to size, gauge, temper, finish, and standard tolerances for variations established by Standard Metals, Inc.’s source of supply.
CANCELLATION: Regularly entered orders, written or verbal, cannot be cancelled except upon terms that will compensate Standard Metals, Inc. for work done up to the date of such cancellation.
WARRANTY: There are no warranties, expressed or implied, by Standard Metals, Inc. to customer on any products fumished except that Standard Metals, Inc. warrants each product to be free from defects in workmanship under normal use and service. Standard Metals, Inc. obligations under this warranty being limited to making good any product which shall, within a period of thirty (30) days after delivery of such product to the customer, be returned to Standard Metals, Inc. with transportation charged prepaid and which Standard Metals, Inc. examination shall disclose to its satisfaction to have been thus defective prior to original shipment to customer; this warranty being expressly in lieu of all other warranties expressed or implied, and all other obligations or liabilities on Standard Metals, Inc.’s part. Failure to make such claims within the stated period shall constitute irrevocable acceptance and admission that they fully comply with the terms, conditions and specifications.
SHORTAGES: All claims for shortages must be made by the customer in writing within a period of fourteen (14) days after delivery of all or any part of the order. Failure to make such claims within the stated period shall constitute irrevocable acceptance and admission that they fully comply with the terms, conditions and specifications.
ENFORCEMENT: All expenses including court and reasonable attomey fees, that are incurred in the enforcement or collection of this agreement, will be the responsibility of the customer. The customer acknowledges that this agreement is a commercial transaction and waives its right to notice and hearing under Chapter 903A of the Connecticut General Statutes, or as otherwise allowed by any state or federal law with respect to any prejudgment remedy Standard Metals, Inc. may desire to use.
FORCE MAJEURE. Neither Seller nor Buyer will be liable or held responsible for any delays or losses resulting, directly or indirectly, from Acts of God, severe weather conditions, labor disputes, government actions, inability to obtain permits, licenses, raw materials or shipments of product, war, riots, shortages, and any other such circumstances or causes beyond such party’s reasonable control. If such a delay occurs, delivery or performance shall be extended for a period equal to the time lost by reason of delay.