';
 
 

Terms & Conditions of Purchase

ALL PURCHASE ORDERS INCORPORATE AND ARE GOVERNED BY THE FOLLOWING TERMS AND CONDITIONS OF PURCHASE (“Terms”) BETWEEN QUICK CABLE CORPORATION (“Buyer”, “we” or “us”) AND SELLER IDENTIFIED ON THE FACE OF THE PURCHASE ORDER (the “Seller”) FOR THE SALE OF GOODS.  IN THE CASE OF ANY CONFLICT BETWEEN THESE TERMS AND THE FACE OF ANY PURCHASE ORDER (“Purchase Order”), THESE TERMS WILL CONTROL.

Acceptance

  1. We must receive prompt acknowledgement of this order from the Seller within 24 hours and advice of probable shipping date.
  2. By accepting this order, the Seller agrees to hold us harmless from all claims by it and its employees or agents on account of personal injuries sustained while on our premises or the Seller’s premises, in the fulfillment of any Purchase Order.
  3. Unless otherwise agreed in writing, the Seller of the goods listed on any Purchase Order agrees to assume the defense of any suit for infringement of patent brought against us by reason of the purchase, use, or sale of such goods, and to indemnify us against loss, cost, damage and expense sustained by us because of any such claim.
  4. These Terms, along with the face of the Purchase Order, constitute the entire agreement between Buyer and Seller. In the case of a conflict between these Terms and the face of the Purchase Order, the face of the Purchase Order will control. If Seller responds to a Purchase Order with a document which includes terms which differ from these Terms, the additional terms are deemed rejected.

Shipments

  1. We reserve the right to defer shipment of this order if our production is delayed on account of strikes in the plants of any of our suppliers or other conditions beyond our control.
  2. Unless otherwise agreed in writing, seller shall not make material commitments or production arrangements in excess of the amount or in advance of the time necessary to meet Purchaser’s delivery schedule. It is the seller’s responsibility to comply with the schedule but not anticipate purchaser’s requirements. Goods shipped in advance of schedule may be returned to seller at seller’s expense.
  3. Do not ship prior to any specified date unless otherwise notified.
  4. We will not be responsible for any goods delivered without a purchase order.

Invoices

  1. Mail all invoices to our office in Franksville, WI in duplicate, with shipping memorandum and bill of lading with full routing, as soon as shipment is made.   Invoices may also be e-mailed to accountspayable@quickcable.com.
  2. All terms for payments begin with date of receipt of ordered goods or invoicing of these goods, whichever is later. If a discount is allowed for payment within a certain time, the time for taking the discount will not begin to run until the date of the receipt of the invoice or the date of the delivery of the goods, whichever is later.  However, if an invoice is returned for correction, the time for taking the discount will likewise not begin to run until the date of the receipt of the corrected invoice.

Order Number

  1. The order number must appear on all paperwork and shipments.

Changes and Prices

  1. Orders must not be filled at higher prices than last quoted or charged without 60 days’ notice. If an order cannot be filled as directed, return for advice.
  2. Unless otherwise specified, all goods on this order to be furnished F.O.B. our factory.
  3. Shipping charges or surcharges are not allowed unless previously approved.

Express Limited Warranty

  1. Seller represents and warrants that the goods subject to any Purchase Order will (i) be merchantable; (ii) conform to the terms of the Purchase Order; and (iii) be free from defects and fit for the purpose required (collectively “Warranty”).  Seller’s warranties extend to Buyer, its successors, assigns, customers and to users of the Goods.
  2. If the goods delivered pursuant to the Purchase Order fail to conform to the Warranty, in addition to any other rights it may have at law or in equity, Buyer has the right, at its sole election, to (i) return the goods and receive a replacement at Seller’s expense; (ii) return the goods to Seller at Seller’s expense and obtain a refund of the price; or (iii) retain all or a portion of the goods at an adjusted price agreed upon by the parties.  In all cases, Buyer shall be reimbursed by Seller for all of its expenses incurred by Buyer in connection with the handling and transporting of any such unsatisfactory goods and additional expenses incurred by Buyer as a result of nonconformance of goods.  Seller shall assume all risk of loss or damage in transit with regard to goods returned by Buyer.

Inspection

  1. All materials furnished are subject to our inspection and approval. Receipt for delivery shall not constitute acceptance. Goods found to be defective or not in accordance with specifications will be returned to seller with charges for transportation both ways.
  2. Our count and weight to be accepted as final on any shipment not accompanied by a packing slip.       
  3. If trademark appears, it must not mar finish or hinder use of product ordered.

Notice

  1. Unless otherwise agreed in writing, in cases where special dies and tools are necessary for the manufacture of our items, said dies and tools are to become our property upon payment of same and are subject to our call or transfer at any time.
  2. If seller ceases to conduct its operations in the normal course of business (including inability to meet its obligations as they mature) or if any proceeding under the bankruptcy or insolvency laws is brought by or against seller, or a receiver for seller is appointed or applied for, or any assignment for the benefit of creditors is made by seller, purchaser may terminate the order without liability except for deliveries previously made or for goods converted by the order than completed and subsequently delivered in accordance with the terms of the order.
  3. This order is non-assignable. If these conditions are not acceptable, notify us on receipt of this order and before shipment is made.

Cancellation

  1. If seller, for any reason does not substantially comply with purchaser’s delivery schedule, the purchaser, at its option, may either approve a revised delivery schedule or may terminate the order without liability to seller. Furthermore, seller may be subject to a corrective action response.

Government Regulations

  1. All obligations hereunder are subject to governmental agency regulations include those affected or limiting prices, production, purchase, sale, cancellation use and inventory of materials.
  2. Seller will be solely responsible for obtaining all applicable certifications and complying with all applicable international, federal, state and local laws, orders, rules and regulations with respect to the goods covered by any Purchase Order, including the provisions of the Child Labor Act and all labor laws, and Conflict Mineral Laws.

Miscellaneous

  1. Wisconsin law applies to these this Agreement, without reference to its conflicts of law principals.  The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.  Any claim arising from these Terms shall be brought in the state or federal courts based in Racine County, Wisconsin.  Seller consents to personal jurisdiction, and waives all objections to jurisdiction and venue in such courts.
  2. No waiver by Buyer of any of these Terms or any breach hereof shall constitute or be deemed to be a waiver of any such term or any such breach in any other case.  No waiver shall be deemed to occur as a result of the failure to enforce any term or condition of these Terms. 
  3. If any clause or portion hereof shall be held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining clauses or portions shall remain in full force and effect. 
  4. The paragraph headings are for convenience only and shall not be used in interpreting or construing these Terms.