Terms and Conditions
- Taxes: The appropriate state sales or use tax shall be added at time of delivery based on tax rates in force on day of delivery by the state where the building is delivered.
- Conformity of Goods: Except where this Contract may expressly provide otherwise, the specifications of the goods described herein shall be governed by the recommended code of standard practice for the design, manufacture, sales, and erection of metal buildings.
- Specifications and Building Code Compliance: The specifications as detailed in the Contract shall govern in all instances including but not limited to where the related drawings indicated a specification or addition to the contrary. The Buyer, evidenced by his acceptance of these terms herein, accepts this provision and is solely responsible for the accuracy of the specifications as detailed in the Contract. That is, it is the sole responsibility of the Buyer to verify the specifications as contained in this Contract to the Buyer's drawings and local building and insurance codes for conformity, and any non-conformity shall be interpreted in favor of the specifications in this Contract.
- Compliance with State and Local Building Codes: It is solely buyer's responsibility to verify that the building codes stated on the Purchase Order comply with local building and insurance codes. Buyer understands and agrees that local ordinances are outside of the scope of the Seller's knowledge and that Seller assures only that the building will meet specific loadings as stated in the Purchase Order.
- Adopt UCC Terms: Unless specifically defined herein the terms used in the Contract shall be defined by the Uniform Commercial code §2-103. In addition, the definition and principles of construction set forth in Article 1 are applicable. Except where otherwise expressly stated in the Contract, all terms herein employed shall have the same definition as set forth in the UCC in the State of Arkansas.
- Variation on Conforming Goods: The goods must conform exactly to the specifications set forth in this Contract except that variation is permitted in quality or quantity if the variation does not affect the merchantability of the goods and is in accordance with usage of trade customs.
- Permit Hold Orders: In some instances an order is placed on "Permit Hold" status, either at the request of the Buyer or at the unilateral discretion of Seller. When an order is placed on Permit Hold status, one or more sets of permit drawings, which are to be submitted as part of the permit application, are forwarded to Buyer by Seller. When Buyer obtains necessary permits, Buyer must submit to Seller a written request to release the order for fabrication and written notification that Buyer has obtained the necessary permits. Buyer is subject to any cost increases which Seller incurs after the date the order was placed with Seller. Should Buyer be subject to any such price increase, Seller will provide Buyer with a Change Order which specifies the adjusted price. Buyer shall be required to sign and return the Change Order within ten (10) business days from the date that the Change Order was shipped to Buyer. In the event Buyer fails to return the signed Change Order within that period of time, Seller shall consider the order to be cancelled and Buyer's deposit will be forfeited.
- Changes, Extras, or Discrepancies in Plans or Contract Provisions: Buyer may request changes or add extras. Seller shall only be bound to comply with changes or extras which have been approved by Seller and a change order signed by the Buyer or Buyer's agent. The change order shall specify the change and the contract price will be modified accordingly.
- Delay: Seller shall not be liable for any loss, cost, or damages which Buyer may suffer by reason of Seller's delay. If any of the following events occur, Buyer shall bear the expense for delay. The events are:
- Buyer, its agents or employees, notifies Seller to place order, or any part of order, on "hold" until further notice;
- Buyer delays delivery of parts after fabrication has begun.
- Risk of Loss - Other Liability: Buyer understands and agrees that the Seller has contracted with the carrier of the goods as described in this Contract and that the carrier shall accept risk of loss while the goods are in transit. Immediately upon arrival of the goods by the carrier and prior to unloading same, Buyer shall bear risk of loss as to any parts of the shipment, personal injury (i.e. for unloading) and any other liability which may occur. Seller shall not be responsible for spotting, switching, drayage, demurrage or other transportation charges unless agreed to in writing prior to delivery. Buyer shall hold Seller harmless from any loss, costs, claims, suits, damages, and attorney's fees arising from any alleged or real injury (including death or total destruction) to any person or property which arises out of work performed or materials supplied hereunder.
- Representative's Authority: Buyer understands and agrees that no agent, employee, or representative of Seller has authority to bind Seller to any affirmation, representation or warranty concerning the goods sold hereunder or the building to be erected there from, which is not set forth herein, and Buyer further understands and agrees that any such affirmation of fact or representation made by any such agent, employee or representative which is not set forth herein shall not bind Seller.
- Delivery and Payment: All shipments shall be F.O.B. factory. Contract price shall be paid by Buyer with a cashier's check payable to Seller or its assigns (together with any balance due on the purchase price, as directed by seller) prior to unloading shipment at its destination. Seller does not guarantee date of delivery and in no event shall be responsible for delay damages. Seller will exercise good faith in working toward requested delivery dates. No statements made by Seller's agents or employees with regard to delivery dates shall be binding to Seller. Buyer is responsible for demurrage charges for truck line. Payment may be required immediately upon receipt of invoice by Seller and prior to Buyer's receipt of building in accordance with Paragraph 10. The Seller shall provide Buyer with a packing list of materials to be delivered. Buyer shall inventory the materials at the time of delivery or waive any discrepancies.
Limited Warranty: Seller warrants only that its products are free from defects in materials and workmanship on the date of shipment from its plant. The Seller's obligations under this warranty shall be limited to repairing or replacing (but not dismantling and installing) such products which prove to be defective within one (1) year from the date of the original shipment by Seller, provided, however, Buyer has performed maintenance for the general upkeep of the building. As a condition precedent to the effectiveness of the foregoing warranty, the Metal Building System must be erected within 180 days of the date of shipment from Seller's plant and must be erected in strict accordance with Seller's procedures and guidelines . Damage due to faulty or improper erection by others, misuse and abuse, lack of proper maintenance, normal wear and tear, and any other circumstance not directly attributable to the negligence or willful misconduct of the Seller shall NOT be covered. Any products repaired or replaced shall be subject to warranty only for the remainder of the time applicable to the original period. THERE ARE NO OTHER WARRANTIES, EXPRESSED OR IMPLIED, WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OF THIS CONTRACT, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND SELLER SHALL NOT BE RESPONSIBLE FOR ANY INDIRECT OR CONSEQUENTIAL DAMAGES OR LOSS OF ANY KIND WHATSOEVER. Seller shall determine whether correction of any defect or failure under this warranty shall be by repair or replacement. Seller's liability shall not arise unless repairs are made under the supervision, or with written approval, of Seller. Shipping costs incurred in returning defective material shall be paid by Seller if such shipment is authorized in writing by Seller. Title to any returned materials shall pass immediately to Seller. This warranty does not cover products, accessories, parts, or attachments that are not manufactured by Seller except to the extent of any replacements or reimbursements that are obtained pursuant to any warranty given Seller by the original manufacturer. This warranty is specifically non-assignable and non-transferable. Notwithstanding the foregoing, installation of materials shall unequivocally constitute acceptance of materials.