1. ACCEPTANCE: All orders and quotations subject to approval at Seller’s Plants.
2. Stenographic and clerical errors subject to correction.
3. PAYMENT TERMS: Payment shall be made as set forth herein Seller reserves the right to require payment in advance or to require C.O.D, payments. Orders, shipments and deliveries shall at all times be subject to the approval of the Seller’s credit department.
4. TAXES: The amount of all taxes and other governmental charges, domestic and international, by whomever levied, which may be imposed on the goods sold hereunder, or by reason of receipt, sale or delivery thereof shall be added to the prices stated herein.
5. ORDER CHANGES: Orders accepted by the Seller are not subject to changes or cancellation by the Purchaser, except with the Seller’s consent. If a change or cancellation is so made it is agreed that all finished goods be taken at full contract price, that goods in process be paid for at cost plus pro rata profit, and that he be protected against loss on materials purchased or on contract for the filling of the order.
6. QUANTITY VARIATION: Buyer agrees the Seller may ship a reasonable quantity of goods in excess of the quantity ordered or may consider a contract complete with a reasonable under shipment. Such excess or shortage will not exceed, usually, 10% of the quantity) specified.
7. DELIVERIES: All shipping dates for goods sold hereunder are approximate. Seller will use its best efforts to ship orders for goods in accordance with the delivery schedules indicated herein, but Seller shall not be liable for damages whether general, consequential or otherwise, for delays in shipping or for failure to give notice of any such delay. The Seller shall be excused for any delay in performance or inability to perform, in whole or in part, due to acts of God, war, riot, embargoes, acts of civil or military authorities, fires, floods, aseidents, quarantine restrictions, factory conditions, strikes, differences with workmen, delays in transportation, shortage of cars, fuel, labor, supplies or materials, or laws, regulations, or other requirements of the United States Government or any agency thereof, or any other cause beyond the reasonable control of the Seller.
8. MATERIALS SUPPLIED AND TOOLING: All charges for tools, dies, or fixtures which are necessary for the completion of orders are partial and tools will remain the property of Seller. Tools can become property of Purchaser only by special arrangement and after paying full tooling charges.
9. PATENTS: The customer agrees to indemnify and hold us harmless against any loss resulting from infringement of patents or copyrights.
10. CLAIMS, LIMITATIONS OF LIABILITY: Seller shall not be liable for any claims, losses, labor, expenses damages, direct or consequential, resulting directly or indirectly from the use of, or inability to use: the products sold hereunder, including, without limitation loss of profits, loss of production, and [liabilities, claims and expenses in respect of third parties. Notwithstanding the foregoing and in fieu of any warranty of merchantability or of fitness for any particular purpose or any other warranty (whether expressed or implied by operation of law or otherwise), products proving defective in material or workmanship will be replaced, or, at Seller’s option, credit will be allowed for the original price thereof, provided written claim in respect of such products is made within ‘ thirty days after receipt and upon written authorization of the Seller such products are returned to Seller. Seller -will not accept return of any products without its written authorization. On returns of rejected material, no transportation and/or customs charges will be allowed when returned from outside the limits of Continental United States and Canada.
11. Conditions not specifically stated herein shall be governed by established trade customs. Terms inconsistent with those stated herein that may appear on Purchaser’s formal order will not be binding on the Seller.
12. This proposal, when accepted by the customer, shall become a contract, governed under the Laws of the State of Ohio.
13. Any raw material, components, or special packaging that is procured by the seller for the exclusive production of buyers product: must be purchased by the buyer when the product is obsolete or molds are removed from sellers premises.