TERMS AND CONDITIONS OF SALE
All material will be invoiced at prices in effect at time of shipment.
12% charged on all accounts not paid 30 days after invoice date. All
invoices due and payable at Houston, Harris County, Texas. Make all
payments to Home Office, P.O. Box 34890, Houston, Texas 77234. All
claims for shortage must be made within ten days of date of shipment.
Customer is liable for shipments lost in transit by common carriers
where shipped F.O.B.-Buffalo Flange, Inc. No credit will be allowed on
material returned without our permission. No credit allowed for any
machine work or special made items. All verbal orders are entered,
executed and shipped for the account and at the risk of the customer and
subject to the above conditions. Quantities not shipped will be
back-ordered until cancelled by you in writing or unless we are
instructed by you to the contrary on you written orders of
confirmations. All merchandise covered by this invoice has been
manufactured in compliance with all of the provisions of the Fair Labor
Act of 1938, as amended.
All Buffalo Flange, Inc. products are warranted to be free from
manufacturing defects for a period of one (1) year from the date of
shipment and any found to be defective within that period will be
replaced without charge, provided (1) that the product was used as
recommended and in accordance with approved installation and operating
practices; (2) that its failure resulted from a manufacturing defect and
not from damage due to corrosive, abrasive, or other wear normally to be
expected in the services involved; and (3) that written notice of such
defect is delivered to Buffalo Flange, Inc., during such one (1) year
This express warranty is in lieu of and excludes all other warranties,
guarantees, or representations, express or implied. There are no implied
warranties of merchantability or of fitness for a particular purpose.
The Purchaser’s remedies with respect to any product furnished by
Buffalo Flange, Inc., hereunder that is found not to be in conformity
with the terms and conditions of the contract because breach of
contract, breach of express or implied warranty, or negligence shall be
limited exclusively to the right of replacement of such defective
product or, at our opinion, repayment of our sale price of the product.
In no event shall Buffalo Flange, Inc. be liable for claims (based upon
breach of contract, breach of express or implied warranty, or
negligence) for any other damages, whether direct, immediate,
foreseeable, consequential, or special or for any expenses incurred by
reason of the use of misuse, sale or fabrication of products which do or
do not conform to the terms and conditions of the contract.
Prices and other terms of sale are subject to change without notice.
Unless a contrary provision appears on the face side hereof, quotations
may be withdrawn without notice at any time. Clerical or data entry
errors are subject to correction.
All accounts are payable in United States funds, free of exchange,
collection, or any other charges. If, in the sole discretion of Buffalo
Flange, Inc., the financial condition of the Purchaser at any time so
requires, Buffalo Flange, Inc., retains the right to require full or
partial payment in advance.
Unless otherwise specifically noted, the amount of any sales, use,
occupancy, excise tax, or other tax, of any nature, federal, state or
local, for which Buffalo Flange, Inc., is legally liable, either
initially or through failure of payment by Purchaser, shall be added or
be in addition to the price quoted and Purchaser agrees to pay the same
to Buffalo Flange, Inc.
Shortages and Damage In-Transit
Claims for shortages must be made in writing within ten days after
receipt of shipment, but loss or damage to materials in transit is the
responsibility of the carrier.
All promises of shipment are estimated as closely as possible, and we
will use our best efforts to ship within the time promised but do not
guarantee to do so, and assume no liability for not doing so. Materials
stated to be in stock are subject to prior sales.
Any delays in or failure of performance of Buffalo Flange, Inc. shall
not constitute default or give rise to any claims for damage of and to
the extent that such a delay or failure is caused by occurrences beyond
the control of Buffalo Flange, Inc., including, but not limited to acts
of God or the public enemy: expropriation or confiscation of facilities,
compliance with any order or request of any governmental authority; acts
of war, rebellion or sabotage or damage resulting therefrom embargoes or
other export restrictions, fires, floods, explosions, accidents,
breakdowns, riots or strikes or other concerted acts of workmen, whether
direct or indirect; or any other causes whether or not of the same class
or king as those specifically above named which are not within the
control of Buffalo Flange, Inc. and which, by the exercise of reasonable
diligence, Buffalo Flange, Inc. is unable to prevent or provide against.
Cancellation and Suspension
The order or contract is subject to cancellation or instructions to
suspend or delay work or delivery only with our consent and upon
agreement to pay Buffalo Flange, Inc., adjustment charge.
Return of Material
No product of our
manufacture may be returned without our written consent. All goods
returned are subject to a handling charge plus freight in both
directions and charges for any required reconditioning, unless otherwise
specified in writing by Buffalo Flange, Inc.
Partial Shipments and Payments
Buffalo Flange, Inc. reserves the right to make partial shipments from
time to time and to render invoices therefore which shall be due and
payable as provided in said invoices and under the paragraph untitled
“Remittances”. If the Purchaser becomes overdue in any such partial
payment, Buffalo Flange, Inc. shall be entitled to suspend work and/or
avail itself of other legal remedies.
The contract shall be governed by, and construed, and enforced in
accordance with the laws of the State of Texas. The Uniform Commercial
Code shall not apply to this sale, nor the Texas statues adopting the
Uniform Commercial Code.
The failure of Buffalo Flange, Inc., to insist, in any one or more
instances, upon the performance of any of the terms, covenants, or
conditions of the contract or to exercise any right there under shall
not be construed as a waiver or relinquishment of the future performance
of any such term, covenant, or condition or the future exercise of such
rights, nor shall it be deemed to be a waiver or relinquishment of any
other term, covenant, or condition, or the exercise of any other rights
under the contract.
Purchaser’s Acceptance of Above
This contract shall be subject to the terms and conditions contained or
referred to in Buffalo Flange, Inc. quotation on this and the face side
hereof, and to no others whatsoever.
No waiver, alteration, or modification of the terms and conditions on
this and the face side hereof shall be binding unless in writing and
signed by an authorized representative of Buffalo Flange, Inc.
Dies, Tools and Patterns
Dies, tools and patterns required to produce the article quoted on shall
remain the property of Buffalo Flange, Inc. Preparation charges or
charges for dies, tools, and patterns represent only a portion of cost.
Payment of such charge does not give the purchaser any right, title, or
interest in such dies, tools or other products of preparation. We will
not be responsible for retention of dies or patterns on which no orders
are received for two years or more.