Terms Net 30 on all products except Tooling, Engineering and set-up charges. All prices are Freight on Board our plant (Huntingdon Valley, Pennsylvania). Prices are based on continuous manufacture for rates of delivery specified. Buyer is liable for additional costs related to buyers change of schedule or default. Prices are subject to change without notice. THE TERMS AND CONDITIONS OF THIS DOCUMENT CONTROL THE AGREEMENT BETWEEN THE FREDERICKS COMPANY AND YOUR COMPANY AND ANY TERMS AND CONDITIONS PREVIOUSLY OR SUBSEQUENTLY PROVIDED ARE HEREBY SPECIFICALLY REJECTED. Minimum billing amount is $75.00.
Shipments Seller will make shipments as nearly in accordance with a mutually agreed to shipping schedule. In the absence of specific agreement, goods and services contracted for must be completed and shipped within twelve (12) months of the date of the order. Buyer shall notify the Seller in writing within 30 days of shipment regarding errors and shortages.
Quotations Unless otherwise stated, quoted prices are valid for 30 days after the date of the quotation.
Taxes Prices are subject to buyer assuming all applicable taxes imposed by Federal, State or other governmental authorities in connection with the sale or delivery of these products or services.
Credit is subject to approval by The Fredericks Company. If at any time, in Seller’s opinion, Buyer’s credit is impaired, Seller shall have the right to require payment in advance before making shipment. If Buyer shall fail to make such payment, Seller may terminate this agreement upon written notice to buyer. Initial orders to International Customers, exceeding $1000. Will be accepted on a pre-payment basis. Orders under $1000 are subject to normal credit terms. Upon acceptance, a pro-forma invoice will be sent to the Buyer. Goods/services will be shipped upon receipt of payment. Demonstrated prompt payment will allow Seller to extend Standard Credit Terms.
Returns Approval from seller must be obtained prior to material return. A Return Material Authorization number will be issued to the customer and must be referenced on the packing slip and outside package. Transportation charges will be prepaid by the buyer. If goods/services are found defective, transportation charges will be credited and the return shipment prepaid. If goods/service are found within specifications, buyer is liable for transportation charges. Returns are limited to thirty(30) days after ship date and may be subject to restocking charges.
Reschedule and Cancellation A customer may request that orders be rescheduled or cancelled only by written request submitted to The Fredericks Company Sales Office. Buyer is responsible for all rescheduling and cancellation charges.
Warranties The Glass Components division warrants its products against defects in material and workmanship for a period of thirty(30) days after the date of shipment. The ETI division of The Fredericks Company warrants all products of its manufacture to be free of defects in material and workmanship for one year after date of shipment. The TELEVAC division warrants instruments and components to be free of defects in material and workmanship for a period of one year after the date of shipment unless otherwise specified in the quotation or product literature. No Salesman, Representative or agent of The Fredericks Company, or its divisions is authorized to give any guarantee or warranty or make any representation in addition or contrary to those stated herein. Other than those expressly stated herein, THERE ARE NO OTHER WARRANTIES OF ANY KIND,EXPRESS OR IMPLIED AND SPECIFICALLY EXCLUDED BUT NOT BY WAY OF LIMITATIONS, ARE THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE AND MERCHANTABILITY. IT IS UNDERSTOOD AND AGREED THE SELLER’S LIABILITY WHETHER IN CONTRACT,IN TORT,UNDERANY WARRANTY,IN NEGLIGENCE OR OTHERWISE SHALL NOT EXCEED THE RETURN OF THE AMOUNT OF THE PURCHASE PRICE PAID BY THE PURCHASES AND UNDER NO CIRCUMSTANCES SHALL SELLER BE LIABLE FOR SPECIAL,INDIRECT ,INCIDENTAL OR CONSQUENTIAL DAMAGES. THE PRICE STATED FOR THE EQUIPMENT IS A CONSIDERATION IN LIMITING SELLER’S LIABILITY. NO ACTION REGARDLESS OF FORM,ARISING OUT OF THE TRANSACTIONS OF THIS AGREEMENT MAY BE BROUGHT BY PURCHASE MORETHAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED.SELLER’S MAXIMUM LIABILITY SHALL NOT EXCEED AND BUYER’S REMEDY IS LIMITED TO EITHER (I) REPAIR OR REPLACEMENT OF THE DEFECTIVE PART OF PRODUCT,OR AT SELLERS OPTION (II) RETURN OF THE PRODUCT AND REFUND OF THE PURCHASE PRICE, AND SUCH REMEDY SHALL BE BUYER’S ENTIRE AND EXCLUSIVE REMEDY.
Performance on our part is contingent upon strikes affecting either receipt of materials, manufacture or production or shipment thereof, fires, riots, acts of God, compliance with any governmental regulations or order, whether such regulation or order be valid or not, and all other causes, conditions or circumstances of the like or unlike character beyond our control; and in no event shall we be liable for any consequential or special damages arising from any default in performance on out part.
Buyer hereby specifically agrees to save us harmless and indemnify us against all claims for damages or profits, and for all costs and attorney’s fess incurred by us resulting from any suit or suits arising from alleged infringement of patents, designs, copyrights or trade names with respect to all goods manufactured, either in whole or in part, to Buyer’s specifications.
The submission of this Quotation or Order Acknowledgement does not grant or imply a license under any patents non-owned or controlled by Fredericks or which may become owned or controlled by Fredericks(or Divisions) except to the extent that purchases are made from Fredericks.
Tool charges, if applicable, are based on the manufacture of products in the quantities and production rates as quoted or ordered. Any variations from these quantities or rates may require additional or modified tooling, with associated tooling charge revisions. Fredericks retains title to all tools used in the manufacture of material for the Buyer, and tools will be maintained, repaired, and replaced by Fredericks without additional charge, for a period of three years from date of last order, unless otherwise agreed. Tooling charges, unless design or specification changes occur, will be made on the first order only and will be billed at the time of initial shipment and will be used only in filling Purchaser’s orders.
Technical advice of our staff is available, but The Fredericks Company; since it cannot control or supervise the subsequent manufacture, fabrication, or installation of its equipment and use after sale, does not warrant or guarantee such advice.
No change in specifications, drawings, or terms of sale shall be effective or become a part of this agreement unless the same is agreed to in writing. Such changes may invalidate previously quoted or acknowledge prices and deliveries.
The laws of the Commonwealth of Pennsylvania applicable to contracts made and to be performed in the Commonwealth of Pennsylvania shall govern in any dispute arising out of or under this agreement.
- Acknowledge in writing receipt of this order immediately, giving shipping date.
- When no routing is specified, shipper must forward by most direct and cheapest route.
- Mark our order number on all containers, packing lists, and invoices.
- Please invoice each shipment promptly in duplicate.
- Amendment of our purchase order must be made by correspondence.
- Prices: This order must not be filled at higher prices than last invoice or quoted without authority of the Buyer.
- Quality and Inspection: All material furnished must be as specified and will be subject to inspection and approval of Buyer after delivery. The right is reserved to reject and return at the expense of the supplier such portion of any shipment which may be defective or fail to comply with specifications without invalidating the rest of the order.
- Non-Performance: Buyer reserves the right to cancel this order or any portion of same if delivery is not made when and as specified, time being of the essence of this order and to charge the Seller for any loss entailed.
- Acceptance of this order constitutes acceptance of all conditions herein stated, and no modification of these terms and conditions will be binding upon the Buyer unless expressly assented to in writing prior to shipment.
- Seller agrees that it will use any designs, tools, patterns, drawings, and equipment that may be furnished by Buyer only in production of the articles called for herein or under other Purchase Orders of Buyer, and not otherwise, except with Buyer’s written consent. Seller will be responsible for the use of reasonable care in safeguarding materials furnished by Buyer.
- If this Purchase Order is for materials required by Buyer in relation, directly or indirectly, for furnishing supplies to the Government of the United States, in the event the Buyer is ordered to discontinue such manufacture by reason of termination or cancellation by the Government, Buyer shall have the right to cancel this Order as to any undelivered portions hereof. In such event, the Seller shall become entitled to receive, in full for such cancellation, payment in such aggregate amounts as the representative designated by the Government to settle claims so arising may determine, inclusive of lost profits.
- Seller agrees to indemnification of Buyer and its customers and users of Buyer’s products incorporating Seller’s goods purchased hereunder and to hold them harmless against loss, expenses, and claims based upon infringement of any letters patent relating to articles purchased by Buyer hereunder, and, after notice of such suits of law or in equity, Seller agrees to appear and defend Buyer therein.
- The Executive Order clause required by Executive Order 11246 as amended, the Affirmative Action for disabled veterans and veterans of the Vietnam Era clause as required by the Vietnam Era Veterans Readjustment Act of 1974 and the regulations issued pursuant thereby; and the Affirmative Action for Handicapped Workers clause required by the Rehabilitation Act of 1973 and the regulations issued pursuant thereby; are hereby incorporated and made part of this order and are binding upon seller unless exempted by rules, regulations, or order of the Secretary of Labor.