Purchase Contract
The Lidco Metals proposal and
Pro-forma Invoice documents which accompany these Terms and Conditions of Sale
constitute Lidco Metals' offer to sell goods and/or services. These Terms and
Conditions of Sale supersede and take precedence over any and all inconsistent or
differing Terms and Conditions of Purchase provided by the Buyer. The Buyer
constitutes both the Company named as purchaser and each individual named as
guarantor upon a separate Guarantee Agreement, if any. Any inconsistency shall be
resolved in accordance with these Terms and Conditions.
Precedence
In all Lidco Metals sale transactions,
these Terms and Conditions of Sale will prevail over the Buyer’s Terms and
Conditions of Purchase, if any.
Price
Prices quoted by Lidco Metals in the
Proposal and Pro-forma Invoice documents are valid for thirty (30) days from the
date appearing on those documents. If the Buyer attempts to accept a proposal beyond
that period, Lidco Metals reserves the right to re-quote within five (5) business
days. Buyer’s acceptance beyond this period shall constitute a counter-offer rather
than a binding contractual acceptance.
Quantity
The Buyer agrees to accept delivery and
pay at the quoted price for the actual quantity delivered, including overruns and
under-runs, up to but not exceeding ten percent (10%) of the ordered quantity per
item on large orders.
Delivery
Quoted shipment (delivery) dates are
approximate and not guaranteed. However, Lidco Metals strives to meet or exceed
quoted shipping dates.
Transportation
Lidco Metals ships Ex-works using
the Buyer’s requested freight provider and collect account number. If unavailable, a
handling fee will be added to the total invoiced charges.
Taxes
All applicable excise, sales, occupation, or
use taxes are in addition to quoted prices and are the Buyer’s sole
responsibility.
Order Acceptance
Order acceptance requires a
written purchase order from the Buyer. Purchase Orders must reflect accurate
information before shipment can be made.
Acknowledgment of Purchase Order
Upon acceptance
of a sales offer by a returned Buyer’s Purchase Order, Lidco Metals will issue a
written acknowledgment.
Payment
Payment terms are Net 30 Days based on the
invoice date. Any deviations require written authorization. After 30 days, interest
accrues at 15% per annum. Legal proceedings for enforcement will include litigation
costs and attorney’s fees.
Consignment/Product Trial
If a product trial is
requested:
A designated Lidco Metals manager must approve in writing.
The Buyer must issue a Purchase Order and sign a consignment document.
The Buyer must pay freight both ways.
Products must be returned in ‘new’ condition within the consignment period, or charges will apply.
Non-Conforming Goods/Services
Claims regarding
non-conforming goods must be made within ten (10) business days. Lidco Metals
reserves the right to re-inspect at the Buyer’s facility before acting on any claim.
If the claim is sustained, Lidco Metals may repair, replace, or credit the Buyer on
a pro-rata basis. Lidco Metals shall not be liable for incidental or consequential
damages.
Returns
Stock items returned for credit are
subject to a 30% restocking fee. Standard catalog items are subject to a 50%
restocking fee. Custom-manufactured items are non-returnable.
Cancellations
Cancellations or extensions of
delivery dates require Lidco Metals' consent and must be agreed upon in
writing.
Buyer’s Warranty Related to Custom Manufactured
Goods
For custom-manufactured products based on Buyer
specifications, the Buyer assumes all liability for patent infringement and
indemnifies Lidco Metals against any related claims.
Tolerances
All dimensions must have specified
tolerances. If unspecified, factory commercial tolerances will apply.
These Terms and Conditions govern all transactions with Lidco Metals. By placing an order, the Buyer acknowledges and agrees to these terms.