City Scrap & Salvage Co.
1. Force
Majeure - Manufacture,
shipment and delivery are subject to, and Seller shall not be liable for any
delay in or impairment of performance resulting in whole or in part from, any
war (whether or not declared), strike, difference with workmen, accident, fire,
flood, Acts of God, delay in transportation, shortage of materials, equipment
breakdowns, mill conditions, laws, regulations, orders or acts of any
governmental agency or body or any cause beyond the reasonable control of the
Seller, or if performance by Seller becomes impracticable due to the occurrence
of a contingency, the non-occurrence of which was a basic assumption on which
the sale was made.
2. Applicable
and Governing Law - This
Contract shall be treated as a contract made in the State of Ohio and shall be
governed by the laws of the state unless otherwise stated by the Selling
Company.
3. Payment – Domestic Buyers: Subject to Seller’s
credit approval, Buyer shall pay the net invoice amount in full within 30 days
from date of invoice. If Buyer shall fail
to comply with any provision, or to make payments that are not in accordance
with the terms of this contract or any other contract between Buyer and Seller,
Seller may take its option to defer shipments or without waiving any other
rights, terminate this contract. All deliveries shall be subject to Seller's
credit as outlined below. Export
Buyers: All shipments must be paid cash
in advance.
4. Credit -
All orders and shipments are subject to the approval of Seller’s
Treasury Department, and Seller may at any time refuse to make shipment or
delivery if Buyer fails to fulfill the terms and conditions of payment or fails
to provide security satisfactory to Seller.
5. Shipment - Terms are: F.O.B. Seller’s listed
location and Buyer shall pay all shipping costs. Title and risk of loss passes
to Buyer after Seller delivers the Goods to the carrier. All claims for damages
incurred during shipment shall be made by Buyer directly to the carrier. Shipment
shall be made freight collect, unless otherwise stated herein (in which case
shipment shall be made freight prepaid and a freight charge shall be included
in Seller’s invoice).
6. Warranty - Goods are sold "AS IS, WHERE
IS".
7. Claims - Claims by Buyer must be made in
writing within 60 days of receipt of shipment. Buyer shall set aside, protect
and hold such goods without further processing until Seller has an opportunity
to inspect and advise of the disposition, if any, to be made of such goods.
8. Taxes - Any tax which Seller may be required
to pay or collect, through assessment or otherwise, under any existing or
future law upon or with respect to the sale, purchase, delivery,
transportation, exportation, storage, processing, use or consumption of any goods
or services described herein, including, without limitation, taxes upon or
measured by receipts from sales or services, shall be for the account of Buyer
and may be added to the price of such goods or services. Buyer shall promptly
pay the amount thereof to Seller upon demand but may, in lieu of such payment,
furnish to Seller evidence of the issuance of tax exemption certificates
acceptable to the appropriate taxing authorities.
9. Waiver - Any waiver by Buyer or Seller of a
breach of a term or condition of the Contract shall not be construed as waiver
of any other breach of any other term or condition, or a waiver of any similar
future breach of the same term or condition.