<?xml:namespace prefix = o ns = "urn:schemas-microsoft-com:office:office" />

Acceptance:

Acceptance of this Order is expressly limited to the terms and conditions contained herein, including all terms and conditions set forth on the face hereof.  Any modifications of these conditions must be in writing.

 

Price:

The sale price for the products will be the price: G-U Hardware, Inc. reserves the right to change prices without notice.  Materials damaged in transit are the responsibility of the Consignee and any claims must be filed with the transportation company.

 

Payment Terms:

Payment terms are Net 30 days, subject to credit approval.  Initial orders may be shipped C.O.D. to expedite delivery, since credit investigations take time to complete.  A Finance Charge of 1½% per month, which is an annual percentage rate of 18%, will be charged on all past due invoices.

 

Duty of Inspection:

Buyer agrees to inspect delivered products within ten (10) days of receipt of products at the destination specified in this order.  Buyer agrees to notify Seller in writing if goods are defective in either materials or workmanship or not in conformity with the terms of this order.  Buyer’s failure to notify Seller of defective or non-conforming goods shall be deemed in acceptance of these goods.

 

Return Shipments:

No goods are to be returned to us without prior authorization.  Please contact us to receive a RGA (Return Goods Authorization) Number and for routing instructions.  A 25% restocking charge will apply to all returned materials.  All C.O.D. returns will be refused.

 

General:

Buyer agrees to purchase and Seller by its acceptance of this agreement agrees to sell, on the terms and conditions contained in this agreement, goods from G-U Hardware, Inc.  Purchasers' signature of delivery receipt of goods shipped by G-U Hardware, Inc. through their chosen freight forwarder, customer's chosen freight forwarder, or picked up by customer or his chosen agent, attests to acknowledgement and acceptance of Seller's Terms and Conditions of Sale.  In the event that the Buyer becomes insolvent or breaches any provisions thereof, Seller shall have the right to stop delivery of goods whether in the hands of Seller or a Carrier, and, if such goods have been delivered to Buyer, Seller may reclaim goods from the Buyer.

 

Security Interest:

After Buyer shall have taken possession of the Product, Buyer shall hereby grant to Seller a purchase money security interest in the Product to secure the amount of any unpaid portion of the purchase price.  The parties hereby agree that this Agreement shall constitute the Security Agreement required by the Uniform Commercial Code of the appropriate State.  Each party will execute promptly any financing statement required to perfect and protect the interests of the other.

 

Limited Warranty:

We warrant that our products are free of defects in materials and workmanship. Warranty is void if products are misused, abused, or altered in any way. Liability is limited to replacement of defective goods only. This warranty is valid for ten (10) years from the date of invoice.  An action for Breach of Warranty is barred if not brought within ten years after the cause of action accrues, whether or not a defect is discovered with-in such time. SELLER MAKES NO OTHER WARRANTIES, EXPRESSED OR IMPLIED.

 

Materials and Finishes:

Our brass finishes contain a protective coating.  Under certain climatic conditions or with abrasive action, this protective coating may break down.  This is not considered a defect.  Therefore, we exclude finishes from the limited warranty.

 

Limitation or Liability and Other Claims for Damages:

The total liability of Seller on any Claim, whether in contract, tort (including negligence) or otherwise, arising out of, connected with, or resulting from the manufacture, sale, delivery, resale, repair, replacement or use of any product will not exceed the price allocable to the product or part thereof which gives rise to the claim.  In no event will the Seller be liable for any incidental or consequential damages of any kind.

 

Delivery Dates:

The date on which the Seller's obligations are to be fulfilled will extend for a period equal to the time lost by reason of any delay arising directly or indirectly from acts of God, unforeseeable circumstances, fire, flood, riot, strikes, freight embargoes, acts of any governmental authority, or any cause beyond the Seller's reasonable control.

 

Governing Law:

Any order resulting here from will in all respects be construed and given legal effect in conformity with the laws of the <?xml:namespace prefix = st1 ns = "urn:schemas-microsoft-com:office:smarttags" />Commonwealth of Virginia and is subject to its jurisdiction.