Purpose: To state the terms and conditions of sale by Sunair Co. hereinafter referred to as the Company.
1. ACCEPTANCE OF ORDERS: All sales and transactions are subject to Company’s Standard Terms and Conditions, and they shall prevail in the event of any conflict of variance with those of the Purchaser’s, unless otherwise agreed in writing.
All previous agreements, either written or oral, which are subject matter hereof, are hereby cancelled.
Stenographic or clerical errors are subject to correction.
2. PRICES: All prices are subject to change without notice and are subject to any increases, which may be in effect on the date of shipment of the goods. Prices are F.O.B Shipping Point, unless otherwise specified. When price includes transportation and other changes pertaining to the shipment of the goods, any increase in transportation rates and other charges will be for the account of the purchaser. There will be an extra charge for any test other than that which may be normally run by the company or for any test performed to suit the convenience of the purchaser.
3. PACKING: Equipment will be packed, boxed or crated in accordance with the Company’s standard commercial practice. For export/special packing an additional net charge will be incurred.
4. ROUTING: If routing of shipment is specified on customer’s order, it will be followed whenever practical. Otherwise, routing is subject to our choice.
5. TAXES: The Company’s prices do not include sales, use, excise or similar taxes. The amount of any present or future sales, use, excise or other similar tax applicable to the sale or use of the equipment shall be paid by the purchaser, or in lieu thereof the purchaser shall provide the Company with a tax exemption certificate acceptable to the taxing authorities.
6. TERMS: Except as otherwise indicated, payment is due in the United States of America currency 30 days after date of shipment on approved credit. Letters of credit are required to be of the irrevocable type and confirmed by an acceptable U.S. bank. A 1-1⁄2% monthly charge or the maximum legal rates, whichever is less, will be assessed on all past due items.
The company may change, alter or modify the time of payment for merchandise or any agreement for extension of credit, or may require partial or full payment prior to manufacturing, assembling or shipping any merchandise, not withstanding any contrary conditions specified in any orders, contract or sale. Unless otherwise specifically provided, we will furnish invoices and shipping documents as specified on the customer’s order. Any of the terms and provisions on the customer’s order inconsistent in any way with our policy shall not be considered applicable to the sale.
Title to the products and risk of loss with respect thereto shall pass to Buyer upon delivery thereof by the Company or the manufacturer to a common carrier.
7. SHIPMENT: Shipping dates are based on prompt receipt of full and complete information at the Company, credit approval and transportation availability. promised shipping dates are approximate, and are from point of manufacture. Such dates are estimated from (a) the date of receipt of order with complete manufacturing information to Company’s point of manufacture, and (b) the date of entry of such order by the manufacturer. Shipping dates are subject to revision at the time of the entry of order and the shipping schedule then given is approximate and subject to any action Company must take in connection with priorities or other orders or regulations issued by the United States Government, or any department thereof.
8. DESIGN: The company reserves the right to make changes in design for product improvement, without incurring any obligation to furnish or install the same on product previously furnished.
9. ORDER CHANGES: No changes in orders will be accepted except by special written arrangement with the Company.
10. CANCELLATION: Orders once placed and accepted by the Company can be cancelled only with Company’s consent and upon terms that will indemnify Company against loss. Cancelled orders are subject to 20% cancellation charge or charges equal to all cost incurred by the Company up to the date of cancellation, including a reasonable allowance for overhead, computed on the basis of accepted accounting methods.
Company may forthwith cancel the order or contact without recourse:
a) If the purchaser is in default with the company on this or any order or contract.
b) the purchaser is or becomes insolvent, or if at any time Company is not fully satisfied with the credit of Purchaser, it may at any time after the order has been entered, or during the manufacturing period, or at the time the goods are ready for shipment, require payment in advance of shipment regardless of original terms, or if after shipment has been made and before actual delivery and acceptance at destination (regardless of F.O.B. point) it may recall the shipment and cancel this and all other orders and contract which may be outstanding, and shall be entitled to receive reimbursement for its reasonable and proper cancellation charges.
c) If the order or contract is for the direct account of one of its employees and Company terminates or alters such relationship.
11. RETURN OF GOODS: Written permission from the Company must be obtained before returning any merchandise. A return material authorization (RMA) number must accompany all returns. All transportation charges must be borne by the customer.
Sunair Co. Standard Terms and Conditions of Sale Version: REV 1 Date: March 3, 2011