1. Applicable Law - Definitions.The definition of terms, interpretation of these Standard Terms and Conditions of Purchase and the rights of parties hereunder are governed by the laws of Missouri, including the Uniform Commercial Code. Should legal action become necessary to effect collection, the applicant agrees that jurisdiction is in Missouri and venue is in St. Louis County. 2. Terms of Sale: For accounts with credit approved by Jolly Clamps USA: Net 30 days from date of invoice. Invoices for freight charges are payable upon receipt. Interest: 1 ½% per month interest charged on past due accounts (18% per annum). All invoices due are payable in U.S. Funds only. NOTE: Terms are from date of invoice (shipping date), not from receipt of goods. For accounts without approved credit: COD or company check with order or Irrevocable letter of credit or bank cashier’s check with order.
3. Acceptance of Purchase Orders: Orders to buy Jolly Clamps USA products will be deemed accepted at Jolly Clamps USA’ principal office in St. Louis County, Missouri. The terms of all agreements and contracts, and disputes regarding Jolly Clamps USA’ products shall be governed by Missouri law.
4. Taxes: Payment of any taxes not collected by Jolly Clamps USA is responsibility of the buyer.
5. F.O.B.:Shipping Point, St. Louis, Missouri U.S.A., freight collect. Shortages or damages to shipments while in transit are the responsibility of the carrier.
6. Delivery: Shipping at Jolly Clamps USA convenience in single lot or several lots. Specified delivery dates are subject to Jolly Clamps USA approval.
7. Returned Goods and Cancelation of Orders: No merchandise may be returned without prior authorization from Jolly Clamps USA and returns are subject to Jolly Clamps USA inspection. All authorized returns must be shipped freight prepaid and are subject to a restocking charge of 15-20% depending on the condition of the goods, plus any charges for expenses incurred by Jolly Clamps USA in connection with the returned merchandise. Stock orders may be canceled prior to shipment and are subject to production and labor expenses and any cancelation fee. Special ordered or fabricated items may not be returned for credit or refund. Credit will be issued for future purchases only – no cash refunds.
8. Small Order Charge: A $10.00 net charge will be added to all invoices having a net value of less than $50.00. 9. Warranty: Warranty does not apply to goods improperly installed, damaged in transit, by misuse, neglect or accident, improperly maintained, or goods repaired or modified without prior written approval from Jolly Clamps USA. ALL OTHER WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE HEREBY EXPRESSLY EXCLUDED.
10. Indemnity: It is fully understood and agreed that upon approval of this application or reapplication and in consideration of credit being extended, the undersigned Principal(s) will unconditionally, individually, and jointly and severally guarantee full payment of the purchase price of goods and merchandise so delivered. It is further understood and agreed that the purchaser will pay, to the extent permitted under applicable law, all reasonable attorney fees and court costs incurred by Jolly Clamps USA in connection with any collection action. This guarantee is considered continuous and can only be waived by written consent of Jolly Clamps USA.
11. Liability: JOLLY CLAMPS USA ASSUMES NO LIABILITY FOR INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES UNDER ANY WARRANTY, EXPRESS OR IMPLIED, OR OTHERWISE AND ALL SUCH LIABILITY IS EXPRESSLY EXCLUDED. Jolly Clamps USA sole obligation for any of its products which may prove to be defective, shall be to issue credit for, or to replace such products. Total liability of Jolly Clamps USA shall not exceed purchase price. No allowance shall be made for any labor, charges of buyer for replacement of products, downtime, or loss of profits or penalties arising from the use of, or inability to use Purchase Partner products.
12. Applicant agrees to comply with invoice terms of sale. In the event of delinquency of any account, applicant agrees to pay all collection costs, attorney’s fees and court cost incurred in the collection of said account. Regardless of whether judicial action is undertaken. Past due amounts will bear interest at Maximum rate permissible by law.
13. Jolly Clamps USA reserves the right to require an updated credit application at any time and to review and revise your firm’s credit worthiness. Should a credit availability be granted by Jolly Clamps USA, all decisions with respect to the extension or continuation shall be at the sole discretion of Jolly Clamps USA, and may terminate any credit availability at it’s sole discretion.
14. TERMS AND CONDITIONS SUBJECT TO CHANGE WITHOUT NOTICE.