TERMS AND CONDITIONS OF SALE
All prices are quoted EX-WORKS. Surcharges will apply if prices for metals, their alloys, and thermoplastic materials exceed the benchmark levels established in the Quotation and/or Order Acknowledgements
Net amount of WEISS-AUG’s Sales Invoice is due within 30 days of invoice date. Interest at a rate of 12% per annum will be charged on all accounts not paid in full within 30 days of the invoice date. If WEISS-AUG is required at any time to institute proceedings to collect any invoiced and unpaid amounts, Purchaser agrees to pay all costs of collection including reasonable attorney’s fees.
WEISS-AUG will acknowledge upon request all scheduled releases as agreed to by WEISS-AUG and our valued Purchasers. Once these scheduled releases have been confirmed by WEISS-AUG, no changes to these schedules will take place within 2-weeks of shipment, unless agreed to by WEISS-AUG.
Tools and/or parts will be manufactured by WEISS-AUG in accordance with those design specifications, tolerances, and drawings mutually accepted by WEISS-AUG and the Purchaser. The Purchaser agrees to inspect and to accept all those goods manufactured in accordance with and conforming to the mutually accepted design specifications and tolerances. Subject to receipt of written product releases or written raw material purchase authorizations from the Purchaser, all metals, their alloys, and thermoplastic materials, not otherwise specified in the mutually accepted design specifications, tolerances and drawings will be purchased by WEISS-AUG in accordance with the applicable standards and specifications of the American Society for Testing Materials.
Tools engineered and manufactured by WEISS-AUG will be guaranteed to produce parts in conformance with the mutually agreed design specifications and tolerances. WEISS-AUG will guarantee to fill Purchaser’s requirements for parts in accordance with the tool’s stated production capacity.
Tools engineered and manufactured by WEISS-AUG for the Purchaser will be that Purchaser’s sole and exclusive property and will only be used for that Purchaser’s requirements, but will be insured, stored, maintained and run by WEISS-AUG at its expense.
Unless otherwise detailed, WEISS-AUG’s price quotations for tools, dies, and molds incorporated in any stamping, molding, and/or parts assembly quotation, reflect material and labor costs only.
If the Purchaser, at any time and/or for any reason, elects to remove a tool, mold, and/or assembly equipment, a one time fee of up to thirty-five percent (35%) of the quoted tool, mold and/or assembly price may be charged by WEISS-AUG for design, engineering equipment, and miscellaneous overhead costs. Costs for removing, packing, and crating the tool, mold, and/or assembly will be for the Purchaser’s account. These charges must be paid in full prior to the removal of any tool.
“Universal Tools” are the sole and exclusive property of WEISS-AUG. Inserts or modifications of universal tools engineered and manufactured by WEISS-AUG for the Purchaser will be the sole and exclusive property of the Purchaser if they can be removed from the Universal Tool without damage to the tool.
Notwithstanding any other terms and conditions, tool replacement cost insurance coverage will be furnished by WEISS-AUG for a period of two years from the date of the last order for stampings, moldings, and/or assemblies. After four (4) years from the date of the last order for stampings, moldings, and/or assemblies, the design life of the tool(s), mold(s), and/or die(s) will be considered ended and such tool(s), mold(s), and/or die(s) will, with prior notice to the Purchaser, thereafter be disposed of by WEISS-AUG at its discretion.
WEISS-AUG will return the tool(s), mold(s), and/or die(s) to the Purchaser, at Purchaser’s request, and at Purchaser’s cost, in the event, WEISS-AUG fails to perform in accordance with the mutually accepted design specifications and tolerances, inclusive of stated production capacities; or in the event, WEISS-AUG should become involved in a strike or voluntarily file a proceeding in bankruptcy.
Unless otherwise expressly provided, the price quoted by WEISS-AUG is predicated upon the manufacture and shipment in one lot of the quantity indicated.
Should the Purchaser’s requirements or shipping schedule preclude such single lot manufacture and shipment, WEISS-AUG expressly reserves the right to adjust its prices accordingly.
Where firm release volumes and/or schedules have been provided by the Purchaser, WEISS-AUG may, in its absolute and sole discretion and without any further instructions from Purchaser, run production for stock in the amount of the firm release volumes authorized.
If after the design specifications, tolerances and drawings have been mutually accepted, the Purchaser at any time and for any reason modifies or otherwise alters the design of its product, Purchaser shall be liable for all stamped, molded, and/or assembled product included in any release schedule previously authorized, and shall be liable for all unprocessed raw materials being held for Purchaser’s order which cannot thereafter be employed in Purchaser’s modified or altered product.
Production setup costs may be charged to Purchaser if firm release volumes and/or schedules, covering the full order quantity, are not included with the Purchase Order.
WEISS-AUG reserves the right to ship and invoice for five percent over or under the total quantity specified unless other terms are expressly provided in WEISS-AUG’s quotation of agreed to in writing by WEISS-AUG.
Claims for quantity shortages must be made within five (5) days of the receipt by Purchaser of the goods shipped.
Purchase Orders must be completely shipped within one year of the order date. If Purchaser’s requirements, shipping schedule or other instructions preclude the shipment by WEISS-AUG within the one year period, Purchaser will be charged for the agreed-upon price of all unshipped stampings, moldings, and assemblies and/or all unprocessed raw materials being held for the order PLUS a 15% handling charge calculated on the total value of all unshipped stampings, moldings, and assemblies and/or all unprocessed raw materials.
Stampings, moldings, assemblies and/or other goods claimed to be defective shall not be returned by Purchaser without the prior written consent of WEISS-AUG.
Stampings, moldings, assemblies and/or other goods will not be accepted by WEISS-AUG for credit replacement after 180 days of shipment.
Stampings, moldings, assemblies and/or other goods shall not be returned and will not be accepted for credit or replacement where they have been altered or misused by any person other than WEISS-AUG.
WEISS-AUG will not be responsible or otherwise liable for any delays in delivery due to causes beyond its control.
WEISS-AUG will not be responsible or otherwise liable for the inspection or repair of WEISS-AUG stampings, moldings, assemblies and/or other goods by Purchaser or any other person.
WEISS-AUG’s liability shall be expressly limited to the repair or replacement of unaltered and returned goods found by WEISS-AUG to be defective or, at WEISS-AUG’s discretion, to the refunding to Purchaser of the purchase price.
WEISS-AUG MAKES NO EXPRESS WARRANTIES, IMPLIED WARRANTIES OF MERCHANTABILITY OR IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE WHICH EXTEND BEYOND WEISS-AUG’S GUARANTEE THAT THE GOODS WILL CONFORM TO THE DESIGN SPECIFICATIONS AND TOLERANCES MUTUALLY ACCEPTED BY WEISS-AUG AND THE PURCHASER SHALL ASSUME ALL RISK AND LIABILITY RESULTING FROM THE USE OF THE GOODS; WHETHER USED SINGLY OR IN COMBINATION WITH OTHER GOODS. WEISS-AUG NEITHER ASSUMES NOR AUTHORIZES ANY PERSON TO ASSUME FOR THE CORPORATION ANY OTHER LIABILITY IN CONNECTION WITH THE SALE OR USE OF THE GOODS SOLD. UNDER NO CIRCUMSTANCES SHALL WEISS-AUG BE RESPONSIBLE FOR ANY CONSEQUENTIAL DAMAGES RESULTING FROM THE FAILURE OF THE GOODS DESCRIBED IN WEISS-AUG’S QUOTATION AND/OR SALE’S INVOICE.
All federal, state and local sales and excise taxes, if any, are to be paid by the Purchaser.
The delivery date(s) described in the quotation reflect WEISS-AUG’s best estimate as of the quotation date and is (are) premised upon the Purchaser promptly providing to WEISS-AUG all necessary data regarding the goods.
ACCEPTANCE OF TERMS AND CONDITIONS
Unless otherwise expressly agreed to in writing, the terms and conditions stated herein shall survive the terms and conditions of Purchaser’s Purchase Order, and the acceptance by WEISS-AUG of the Purchaser’s Purchase Order, wherein either expressly or by implication, WEISS-AUG’s quotation is incorporated, shall constitute acceptance by Purchaser of the terms and condition stated herein.
WARRANTY AGAINST INFRINGEMENT
Purchaser agrees to indemnify WEISS-AUG for any damages for patent or trademark infringement for which WEISS-AUG becomes liable as a consequence of manufacturing goods for Purchaser in conformance with the design specifications, tolerances, and/or drawings initially presented by Purchaser to and, thereafter, mutually accepted for production by WEISS-AUG.
WEISS-AUG agrees to indemnify Purchaser for any damages for patent or trademark infringement pertaining to any equipment or methods used by WEISS-AUG in the design, engineering and/or manufacture of Purchaser’s tool(s), mold(s), die(s), stampings, moldings, and/or assemblies.
Purchase Orders accepted by WEISS-AUG may only be modified or canceled with the express written consent of WEISS-AUG.
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