Brickham Machining Company
Terms and Conditions of Sale
1. Terms/Conditions in Conflict. Any term or condition contained in any purchase order or other communication by customer which is at variance with these terms and conditions is agreed by customer to be superceded and controlled by these terms and conditions. Stenographic and clerical errors are subject to correction. No representations or warranties other than those contained herein shall be binding upon us unless made in writing and signed by our authorized employee/officer.
2. Cancellation. Accepted orders are not subject to cancellation, change or assignment within thirty (30) business days prior to scheduled or requested delivery dates without payment of applicable charges and our authorized written consent.
3. Prices/Delivery Terms. Prices for goods in our published price list shall be as in effect on the date of the invoice. Prices otherwise quoted are guaranteed for 60 days from date of quote, after which they may be adjusted to those then in effect from time to time. Unless
otherwise agreed in writing we reserve the right to make delivery in installments when necessary and to invoice each such installment separately.
Unless otherwise agreed in writing, delivery shall be F.O.B. our plant. We will select the route and manner of shipment unless otherwise advised by customer. All risk of loss shall pass to customer upon delivery to the first common carrier. We reserve a security interest in
the goods until payment has been received, and if requested customer will execute and deliver documents effective to perfect such interest. Unless otherwise agreed in writing, all orders are subject to credit approval and payments in full shall be due in U.S. dollars net 30
days from the date of each invoice and sent to the remittance address noted on the invoice. All applicable taxes are to the account of customer. If shipment or any other act or condition affecting payment for the goods or any part of them shall be delayed on account of customer, payment shall become due as if shipment had been made. A reasonable charge may be made and such storage shall be at the risk of the customer.
Claims for factory damage or shortages shall not be considered unless made in writing within 10 days after receipt of the goods and accompanied by reference to our bill of lading and invoice numbers. Claims for damage or shortage in transit must be filed by customer
against the carrier unless shipping costs are prepaid. Except as provided by these terms and conditions or other written agreement to the contrary, all goods and/or services shall be deemed to have been accepted 30 days after receipt by customer unless written notice of rejection shall have been made to us at the address on the reverse side by Certified Mail/Return Receipt Requested within that period. Any notice of rejection must describe any defect(s) upon which rejection is claimed.
We shall not be responsible nor deemed to be in default on account of delays in performance due to causes which are beyond our control and not occasioned by our fault or negligence and which make our performance impracticable, including but not limited to civil wars, insurrections, strikes, riots, fires, storms, floods, other acts of nature, explosions,
earthquakes, accidents, any act of government, delays in transportation,
inability to obtain necessary labor supplies or manufacturing facilities, allocation regulations or orders affecting materials, equipment, facilities or completed products, failure to obtain any
required license or certificates, acts of God or the public enemy, failure of transportation, epidemics, quarantine restrictions, failure of vendors (due to causes similar to those within the scope of this clause) to perform their contracts or labor troubles causing cessation,
slowdown, or interruption of work provided such cause is beyond our reasonable control.
4. Warranty/Limitations. We warrant to the first user that each part sold by us is free of defects in material and workmanship. If a defect in material and workmanship becomes evident within six months of use by the first user, and such defect shall be verified by us, then we shall repair or replace the defective part or parts or, at our option, allow a credit for the replacement price of such parts. Our obligation under this warranty is subject to the following qualifications: (a) We shall have been notified of such claimed defect within 30 days of its discover. (b) The part shall have been subject only to proper use normal for similar products and it shall have been regularly maintained and serviced in accordance with such normal use. No defective part may be returned to use without prior written consent. Any return must be with transportation prepaid, which may be refunded at our discretion.
Under no circumstances will we be liable for: (a) Failures not reported within the warranty period; (b) Failures or damage due to the negligence, accidents, abuse, improper installation (unless installation made by us), improper operation, or improper maintenance and repair of
others; (c) Expense incurred by you in an attempt to correct or repair any alleged defect without our prior written consent; (d) Any losses, costs, expenses, liabilities and damages, including but without limitation to, loss of use of profits, damage to person or property, any
liabilities you may have to your customers or third persons, and all other special or consequential damages, whether direct or indirect. No liability whatsoever shall attach until the goods have been paid in full. Unless otherwise expressly agreed in writing, the above warranty provisions are exclusive and in lieu of all other warranties expressed or implied, including but not limited to any warranty of merchantability or of fitness for a particular purpose.
5. Equal Opportunity Employment. We are an Equal Opportunity Employer and have an Affirmative Action Plan on file. We comply with Executive Order No. 11246 dated September 24, 1965 and the Federal Occupational Safety and Health Act of 1970 along with all subsequent amendments.
6. Late Charges. Payments not received by us at the times specified by these terms and conditions shall bear interest after their due date at the highest rate permitted by applicable law, but not in excess of 18% per annum, calculated on a 360 day year. If we are required to commence any suit or proceeding for collection of any delinquency, customer agrees to pay our actual costs of collection incurred, including reasonable attorney’s fees.
7. Entire Agreement/Governing Law. Except as otherwise agreed in writing, this constitutes the entire agreement between us, superseding all prior quotations and understandings, oral or written. Any questions concerning the validity, interpretation or effect of this Agreement are
governed by the laws of the State of Wisconsin. The rights and obligations of the parties hereunder shall not be governed by the provisions of the 1980 United National Convention on Contracts for the International Sale of Goods.
8. Export Laws. If applicable, performance is subject to U.S. Export Laws and Regulations. Our failure to perform due to such Laws and Regulations shall not constitute a breach.