Trevdan Terms and Conditions
These are the Standard Terms and Conditions (these “Terms”) of Sale for Trevdan, Inc. These Terms shall bind Trevdan and its purchaser regarding the purchase and sale of Trevdan’s products and materials. Terms, as used herein, shall include the terms and conditions of any credit agreement, and shall govern the sale of products identified on a delivery, pick ticket, quotation, order acknowledgment, or invoice issued by Trevdan to the purchaser, and includes any related services such as delivery.
Acceptance of Orders:
Trevdan’s offer to sell products to purchaser or acceptance of purchaser’s order is expressly conditioned upon purchaser’s acceptance of these terms. By accepting delivery of products from Trevdan, purchaser agrees to be bound by these terms unless otherwise set forth in a separate written agreement signed by both parties. Purchaser’s use or holding of Trevdan’s products for ten (10) days after delivery also constitutes purchaser’s acceptance of these terms.
Signatures are not required on delivery documents for Trevdan to enforce the terms. Any and all individuals signing tickets on behalf of purchaser represent and warrant to Trevdan they are authorized to do so and acknowledge these terms shall be binding upon purchaser. Purchaser affirms and ratifies any individual signing a ticket on behalf of purchaser is authorized to place such orders.
Rejection of Terms:
These Terms supersede and replace all prior oral or written agreements, proposals, memoranda, correspondence, or other communications between the parties, excepting a written agreement to the contrary signed by both parties. Any additional, inconsistent, or different terms or conditions contained in purchaser’s purchase order or other documents submitted by or on behalf of purchaser at any time, whether before or after the date hereof, shall be deemed a material alteration and not a rejection of these terms, and are hereby expressly rejected by Trevdan.
Rejection of Terms:
Customer shall pay in full for all products on the due date specified on the invoice issued by Trevdan. No payments shall be subject to any setoffs, deductions or claims, unless agreed to in writing by Trevdan. Regardless of any statement appearing on a check or otherwise, any amount received by Trevdan may be applied against any amount owing by Customer in Trevdan’s discretion, and Trevdan’s acceptance of a payment in an amount less than that due shall in no way be an accord and satisfaction or prejudice Trevdan’s rights and remedies to collect the full amount due. Time is of the essence to customer’s obligation to make payments to Trevdan. Prices do not include any sales taxes or other charges levied by any governmental authority upon the sale, use or transportation of the products, all of which shall be paid by customer.
Product Inspection: Notice of Damage:
Customer must inspect the Products within 24 hours after delivery and notify Trevdan in writing of any damage or non-conformity. Failure to make inspection and deliver written notice of damage or non-conformity within such 24-hour period shall constitute irrevocable acceptance of the delivered products and a waiver of any damage or non-conformity. As customer’s sole remedy for any damaged or non-conforming products of which customer has delivered to Trevdan timely notice, at Trevdan’s election, shall either: (a) replace the damaged or non-conforming products or (b) refund the price paid by customer to Trevdan for such damaged or non-conforming products.
If customer fails to make payment in accordance, or otherwise comply, with these terms or any other agreement between customer and Trevdan, Trevdan may, at its option (and in addition to other remedies) cancel any unshipped portion of customer’s order, without liability to Trevdan and with customer to remain liable for all unpaid amounts. Products cannot be returned, and orders, once accepted by Trevdan, cannot be cancelled without Trevdan’s prior written consent, which may be granted or withheld in Trevdan’s sole and absolute discretion. All products accepted by Trevdan for return and refund are subject to a restocking fee of cancelled or returned products plus all shipping costs. In the case of cancellation of orders of special or non-stock products, customer’s cancellation may be conditioned upon customer’s payment in full of the price of finished products and, for other products in process of manufacture, the payment of a cancellation charge based on the percentage of completion as applied to the price.
Warranty and Damages Disclaimer:
Trevdan does not manufacture the products. In the event the products are warranted by the manufacturer, Trevdan will, to the extent permissible, pass through any such warranty, but Trevdan is not responsible for manufacturer’s warranties. WE OFFER NO ADDITIONAL WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING ANY RELEVENT TO ITS SUITABILITY FOR ANY PARTICULAR PURPOSE OR USE. Copies of these warranties are available upon request. Products are sold “AS IS” and Trevdan does not make and expressly disclaims any and all representations, warranties and guaranties of any kind, whether expressed or implied, as to the products, including but not limited to, implied warranties of fitness for a particular purpose OR merchantability. Recommendations, advice, representations, warranties, commitments or agreements given or made by any person, including employees or representatives of Trevdan that are inconsistent with the foregoing disclaimer shall not be binding upon Trevdan, unless in a writing signed by an authorized representative of Trevdan. Trevdan’s only obligation is to provide the products ordered by customer (which order is accepted by Trevdan) without regard to the products’ appropriateness to customer’s application. Customer represents and warrants that (a) it will use all products for business purposes and not for personal, household or family uses, and (b) customer is not a “consumer” as defined by any applicable federal or state usury or consumer protection laws. IN NO EVENT SHALL TREVDAN BE LIABLE FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR SIMILAR DAMAGES OF ANY KIND.
Notice of Damage:
Any claims for damage to property must be reported to Trevdan within 5 days after the damage occurs. Claims against Trevdan for damages shall be deemed waived unless an authorized Trevdan representative has the opportunity to inspect the damaged property before repair.
Delay in delivery or non-delivery, in whole or in part, by Trevdan shall not be a breach or default by Trevdan if performance is delayed or made impracticable by the occurrence of any one or more of the following: (a) fires, floods, or other casualties, (b) wars, riots, embargoes, governmental regulations or martial law, (c) inability to obtain necessary materials from usual sources of supply, (d) shortage of transportation or delays in transit, (e) strikes or other labor troubles, and (f) other conditions not reasonably within Trevdan’ s control, whether or not of a kind mentioned herein.
No Personal Liability:
Any obligation of Trevdan, which may arise under these terms or any obligation or liability which may be incurred by or pursuant to any other instrument, transaction, or undertaking contemplated hereby shall not be personally binding upon, nor shall resort for the enforcement against the property of, its directors, officers, or employees regardless of whether such obligation or liability is in the nature of contract, tort, or otherwise.
Trevdan does not assume any liability when asked to deliver past the curb point. ANY DAMAGE THAT OCCURS DURING DELIVERY MUST BE REPORTED TO TREVDAN AUTHURIZED PERSON(S) WITHIN 24 HOURS.