2020 Web Catalog - Flipbook - Page 514
17 Sale Terms and Conditions
All sales of goods by Nelsen Corporation (“Nelsen”) to any party purchasing
goods (“Buyer”) shall be upon the following terms and conditions:
1. ORDERS – If Buyer orders any goods from Nelsen, Buyer shall use
Nelsen’s part number, size and other definitive information necessary to
correctly complete the order. All orders by Buyer are subject to acceptance
by Nelsen and Nelsen reserves the right to correct any errors or omissions in
any orders, quotations, invoices or other documents associated with the sale
of goods. Nelsen shall not be bound by any typographical or other errors in
its quotations or other communications with Buyer.
2. QUOTES – Any firm quote for the sale of goods provided by Nelsen to
Buyer in writing shall be valid for the shorter of: (a) the period of time set forth
in such quote; or (b) 30 days thereafter.
3. BINDING AGREEMENT – Buyer's acceptance of goods purchased from
Nelsen constitutes Buyer's agreement to all Sale Terms and Conditions
contained herein. Any inconsistent or additional terms contained in Buyer's
purchase order or other communication are hereby rejected unless expressly
accepted in writing by Nelsen within ten (10) days after its receipt of such
purchase order or other communication. These Sale Terms and Conditions
shall not be modified other than in writing signed by Nelsen and Buyer.
4. ACCEPTANCE – Buyer shall inspect the goods upon delivery and shall
notify Nelsen immediately in writing of all defects in the goods, including,
but not limited to, defective materials or workmanship. If there is any
shipping damage to the goods, Buyer shall immediately file a claim with the
carrier. Buyer's failure to notify Nelsen or file a claim with the carrier shall
be conclusive evidence that no defects or damages existed upon delivery.
In particular, any claim by Buyer of shortages or errors in the delivered
goods must be made by Buyer upon receipt of the goods on the delivery
receipt or such claim will be considered waived. The goods sold hereunder
do not include installation or any installation hangers, supports, tie downs,
interconnecting piping or bypass piping, unless agreed in writing by Nelsen.
Sale Terms and Conditions
5. TITLE; RISK OF LOSS – Unless otherwise agreed in writing by Nelsen
and Buyer, title in and risk of loss for all goods sold by Nelsen shall pass to
Buyer upon delivery to carrier at F.O.B. Nelsen’s or its agent’s facility. Nelsen
bears no responsibility for the shipment of the goods and any claims for lost
or damaged goods in transit shall be brought by Buyer solely against the
carrier. If arranged by Nelsen, the goods will be delivered via United Parcel
Service, Federal Express, US Postal Service or other carrier selected by
Nelsen; provided Buyer may select the carrier by providing Nelsen written
notice thereof prior to shipment and making all arrangements associated
with such shipment. Unless otherwise agreed in writing by Nelsen, all
costs of shipment shall be borne solely by Buyer and Buyer acknowledges
that any shipping weights, dimensions or ship dates provided by Nelsen
are approximated and subject to change. If shipping is arranged by Nelsen,
Nelsen will assign its rights against the carrier to Buyer for any lost, damaged
or delayed goods, to the extent permitted.
6. PRICES AND TAXES – Unless otherwise agreed in writing by Nelsen and
Buyer, all prices shall be at Nelsen’s price as of the date of shipment. Prices
do not include installation, training or other services provided by Nelsen or its
agents, unless otherwise specified in writing by Nelsen. A special handling
fee determined by Nelsen may be added to any prices where goods or
parts must be special ordered by Nelsen or if the goods require dismantling
to satisfy Buyer’s requirements. A minimum billing of $25 applies to all
purchases from Nelsen. Prices are F.O.B. Nelsen’s or its agent’s facility.
Any local, state or federal taxes levied on the purchased goods shall be the
responsibility of Buyer.
7. PAYMENT TERMS – Unless otherwise agreed in writing by Nelsen
and Buyer, all prices for purchased goods shall be due upon shipment of the
goods at Nelsen’s or its agent’s facility by cash, certified check or money
order, credit card or other immediately available funds. Nelsen reserves the
right to determine the credit cards which it accepts and the right to charge
an additional administration fee for any payments by credit card.
8. CHECK PAYMENT PROGRAM – Nelsen may permit Buyer to pay by
check upon shipment of the goods at Nelsen’s or its agent’s facility if Buyer
qualifies for Nelsen’s check payment program. To apply for Nelsen’s check
For more information visit – NelsenCorp.com
payment program, Buyer must provide: (a) the names of three (3) suppliers
who have satisfactorily accepted Buyer’s checks for at least one (1) year
and certify that they have experienced no issues with returned or insufficient
funds (NSF) checks with Buyer; and (b) the name of Buyer’s bank. Inclusion
in Nelsen’s check payment program is at Nelsen’s discretion. Any returned
or NSF checks from Buyer are charged a $25 fee for each check. Upon Buyer
having three (3) returned or NSF checks with Nelsen in any twelve (12)
month period, Nelsen may remove Buyer from its check payment program.
9. NET 30 DAYS – Nelsen may permit Buyer to pay by invoice by opening
an account with Nelsen if Buyer qualifies for Nelsen’s account program. To
apply for Nelsen’s account program, Buyer must provide: (a) the names of
three (3) suppliers who have satisfactorily been paid by Buyer under invoice
terms for at least one (1) year and certify that they have experienced no
issues with non-payment or overdue payment with Buyer under the terms of
the invoices; and (b) the name of Buyer’s bank. Nelsen may also require, in
its discretion, financial statements of Buyer for periods designated by Nelsen.
Inclusion in Nelsen’s account program is at Nelsen’s discretion. All Nelsen
invoices shall be due and payable within 30 days after the date of shipment.
10. INTEREST; ENFORCEMENT COSTS – Any portion of the purchase price
which is not paid in accordance with the terms of payment herein shall bear
interest from the due date at the rate of 1.5% per month until paid. In the
event Nelsen is required to commence collection proceedings against Buyer,
Buyer shall be liable for all costs and expenses of Nelsen associated with the
collection of its past due amounts, including attorney fees and court costs,
which shall be due and payable by Buyer to Nelsen upon demand.
11. DELAY IN PERFORMANCE – Nelsen shall not be responsible or liable for
any delays or failures in manufacture, assembly or delivery due to any cause
or condition beyond the control of Nelsen, including, without limitation, any
delays in the manufacture or delivery of the goods from Nelsen’s third party
vendors, delays or problems with shipment, strikes or labor difficulties, fire,
floods, acts of the elements, shortage of materials or equipment, war, riots
or civil commotions or other acts of God. In the event of any shortage of
Nelsen’s goods, for any reason, Nelsen may pro-rate the supply of its goods
among its customers in any manner determined by Nelsen.
12. DELIVERY – Any dates or schedules which may be specified for the
delivery of the purchased goods have been stated only approximately and
are estimates. Nelsen shall not incur any liability, either direct or indirect, nor
shall any order be canceled, as a result of any delays in meeting such dates
or schedules. In the event Buyer requests a delay in shipping of the goods,
Nelsen may charge a storage fee, determined in Nelsen’s discretion, after
the initial shipping date, which fee shall be due and payable by Buyer upon
13. LIMITED WARRANTY – Any goods manufactured by a third party are
subject to the manufacturer’s warranty only and Nelsen’s sole responsibility
for such third party goods shall be to pass such manufacturer warranty,
if any, to Buyer. Any goods manufactured by Nelsen may have a limited
warranty separately provided by Nelsen in writing apart from these Sale
Terms and Conditions. Buyer should carefully review any separate limited
EXCEPT AS PROVIDED ABOVE AND TO THE EXTENT PERMITTED BY LAW,
THERE ARE NO OTHER REPRESENTATIONS OR WARRANTIES WITH RESPECT
TO THE GOODS, EITHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, OR
ARISING UNDER CUSTOM OF TRADE, INCLUDING, WITHOUT LIMITATION,
THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE. NO REPRSENTATIONS OR WARRANTIES AT ANY
TIME MADE BY ANY EMPLOYEE, AGENT OR REPRESENTATIVE OF NELSEN
SHALL BE EFFECTIVE TO VARY OR EXPAND ANY WRITTEN WARRANTY OR
THE TERMS HEREOF. TO THE EXTENT A WAIVER OF IMPLIED WARRANTIES
IS PROHIBITED BY LAW, ANY IMPLIED WARRANTIES ON PURCHASED
GOODS SHALL BE LIMITED TO THE DURATION OF ANY WRITTEN WARRANTY
PROVIDED BY NELSEN.
Unless otherwise in a written warranty provided by Nelsen, any warranty
provided by Nelsen shall apply solely to authorized dealers of Nelsen’s
products who purchased the goods directly from Nelsen and shall not apply,
directly or indirectly, to any consumer of the goods.
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All prices and products subject to change without notice. ©Nelsen Corporation