Design Assistance - Conditions of Sale
Applications for credit are normally processed in two working days, for businesses with a Dunn and Bradstreet rating. Orders for new accounts may require pre-payment, C.O.D. or freight collect terms.
General Conditions of Sale
Contract and Acceptance: The terms and conditions of acceptance of sale set forth herein, and all drawings, specifications, descriptions and other documents attached hereto and incorporated herein by reference constitute the entire agreement between Duct Incorporated (seller) and the buyer. Seller’s acceptance of this order is expressly conditioned by the buyer’s assent to the terms contained herein. The terms and conditions of the Seller’s proposal (if any) and acknowledgement shall prevail over any conflicting or different terms in buyer’s order unless buyer notifies seller in writing of its objections thereto within (15) fifteen days from receipt of seller’s acknowledgement. The failure of Seller to object to any provision in conflict herewith whether contained in Buyer’s purchase order or otherwise, shall not be construed as a waiver of the provisions hereof nor as an acceptance thereof. Seller’s proposal is only preliminary unless it is otherwise confirmed. All payments shall be made to the address stated on the invoice.
Claims for Shortages
Any claim for loss, breakage (obvious or concealed) are Buyer’s responsibility and should be made to the carrier. Seller will render Buyer reasonable assistance in securing satisfactory adjustment of such claims. Any notices of shortages or other errors must be made in writing to Seller within 15 days after receipt of shipment. Failure to give such notice shall constitute unqualified acceptance and a waiver of all claims by Buyer. Risk of loss for damage to the products sold hereunder passes to Buyer upon delivery to the carrier regardless of who pays shipping costs.
The Seller warrants that the products sold hereunder conform to any applicable drawings and specifications accepted in writing by Seller and will be free from any defects in material and workmanship which become apparent under normal use, and of which Buyer gives written notice to Seller within a period of 6 months from the date of installation or 12 months from the date of shipment, whichever period first expires. If, within that period, the Seller receives from Buyer written notice of any alleged defect in, or non-conformance of, any product and if, in Seller’s sole judgement, the product does not conform or is found to be defective in material or workmanship, then Buyer shall, at Seller’s request, return the part or product F.O.B. Seller’s shipping point and Seller, at its option and expenses, shall repair or replace the defective part or product or repay the Buyer the full price paid for such part or product by Buyer. Dismounting and reinstallation of defective or nonconforming parts is done at Buyer’s expense. Warranty for delivery of spare parts or replacement for nonconforming parts expires when warranty for original equipment expires. Any repayment of purchase price shall be without interest. Seller’s sole responsibility, and Buyer’s exclusive remedy hereunder shall be limited to such repair, replacement, or repayment of the purchase price as above provided.
There are no other warranties, expresses, statutory or implied, including those or merchantability, quality or fitness for purpose, nor any affirmation of fact or representation that extends beyond the description on the face hereof. The warranties of Seller do not cover and Seller makes no warranty with respect to:
- a) failures not reported to Seller within the warranty period specified above.
- b) failure or damage due to misapplication, abuse, improper installation or abnormal conditions of temperature, dirt or other corrosive matter.
- c) failures due to operation, either intentional or otherwise, above rated capacities or in an otherwise improper manner.
- d) products which have been in any way tampered with or altered by anyone other than an authorized representative of Seller.
- e) products damaged in shipment or otherwise without fault of Seller.
- f) expenses incurred by Buyer in an attempt to repair or rework any alleged defective product.
- g) defects in material and workmanship which are attributable to drawings and specifications provided by Buyer.
Limitation of Liability
Seller’s sole responsibility and Buyer’s sole and exclusive remedy withrespect to any breach of warranty or guarantee under this agreement shall be limited to repair, replacement or credit of the purchase price at Seller’s sole option. Seller’s total responsibility and liability for any and all claims, damages of any nature, losses, liabilities or costs of corrective efforts, including but not limited to those relating to any warranty or guarantee arising out of or related to performance of this agreement or the products covered hereunder or the performance thereof shall not exceed the purchase price. In no event shall Seller be liable for any special, indirect, incidental or consequential damages of any character; including but not limited to, loss of use or productive facilities or equipment, lost profits, property damage, expense incurred in reliance on Seller’s performance hereunder, or lost production, whether suffered by Buyer or any third party. Seller disclaims all liability for any and all costs, claims, demands, charges, expenses or other damages, either direct or indirect, incident to all property damages arising out of any cause of action based on strict liability.
Costs & Expenses
Buyer agrees to pay Seller all costs and expenses, including reasonable attorney’s fees (including those on appeal) incurred by Seller in exercising any of its rights and remedies hereunder, including specifically the collection of any outstanding balance owed to Seller by Buyer.
The rights and duties of the parties and construction and effect of all provisions hereof shall be governed by and construed according to the law of the State of North Carolina, United States of America, except as otherwise provided herein. Failure of Seller to insist in any one or more instances upon the performance of any of the terms and conditions of this contract or the failure of Seller to exercise any of its rights hereunder shall not be construed as a waiver or relinquishment of any such term, condition, or right hereunder and shall not affect Seller’s right to insist upon strict performance and compliance with regard to any unexecuted portions of this contract or future performance of these terms and conditions.
Customer must fill out a RGA (Return Goods Authorization) Worksheet. Absolutely no shipment will be accepted by Duct Incorporated without a RGA. A RGA can not be issued on an order that is older than 90 days from original order ship date. Issued RGA forms will be valid for 30 days from issue date. There will be a 25% charge for re-inventorying and re stocking of returned components.
pecific items that can be returned MUST BE RESELLABLE components: Pipe, Standard Elbows, Slip Joints, Hangers, Blast Gates and Clamps. CUSTOM CONFIGURATIONS ARE NON-RETURNABLE. Return freight costs to our manufacturing facility and non-standard parts are returnee’s responsibility. Final determination of sellability will rest solely with Duct Incorporated.