1. APPLICABILITY
These provisions herewith form an integral part of any proposal, quotation, bid, contract, or service by MSU Mississauga Ltd. No changes, additions or amendments hereto shall be binding upon MSU Mississauga Ltd. unless in writing and signed by an authorized MSU representative.
2. PRICES
Prices are in Canadian Dollars and are valid only for thirty (30) days from the quotation date, after which they are subject to change without notice. Any equipment omitted from MSU Mississauga bid shall be considered extra. Prices are FOB Mississauga warehouse including standard packing, loading, unloading and freight are extra, unless indicated otherwise.
3. TAXES
Unless specifically mentioned, all taxes are extra and are in addition to the amounts otherwise payable hereunder and are not included in our base or net pricing.
4. SHIPMENTS
All material sent out will be carefully examined, counted and packed in accordance with MSU standards. The cost of any special packing or special handling caused by The Buyer’s requirements or requests shall be added to the amount of the order. No claim for shortages will be allowed unless made in writing within ten (10) days of receipt of shipment. Claims for goods damaged or lost in transit should be made on the carrier, on collect shipments as MSU Mississauga’s responsibility and liability ceases on delivery to the carrier. Loading and unloading at job site is the customer’s responsibility.
5. DELIVERY
Delivery dates are estimated only, are subject to prior sale, and date from receipt of a final order approved and accepted by MSU Mississauga, approved drawings and all necessary information from the Buyer. MSU Mississauga is not responsible or liable hereunder for any delays resulting from fire, strikes, floods, accidents, wear, civil disorder, delays in transportation, shortage of material, failures or delays in source of supply, and causes beyond MSU Mississauga’s control.
6. PAYMENT
Full payment hereunder is due thirty (30) days from date of shipment of the materials or offer to ship, including partial shipments. MSU Mississauga reserves the right to require progress payments in amounts that it may specify from time to time during the course of manufacture of the materials. The above items are subject to approval by the Credit Department of MSU Mississauga; otherwise cash with an order or C.O.D. is applicable.
All overdue payment shall bear interest at the rate of eighteen (18) percent per year and is calculable at one and a half (1 1/2) percent per month.
MSU Mississauga Ltd. does not permit holdbacks on the supply of materials.
MSU Mississauga Ltd. may, at any time, alter or suspend credit, refuse to ship parts or cancel unfilled orders when in its opinion the financial condition of the Buyer or the status of its account warrants such action.
Any and all claims for back charges must be made in writing and must be agreed to in writing by an officer of MSU Mississauga Ltd. MSU employees are not authorized to provide verbal approval of any requests for back charges.
7. TRANSFER OF TITLES
All right title and interest in the equipment shall not pass to the Buyer, who shall only have the right of possession thereof, until the whole purchase prices have been paid to MSU Mississauga and, until such payment, the purchaser grants to MSU Mississauga a security interest in the equipment and goods to secure payment and performance of the Purchaser’s obligations under this agreement.
8. LIABILITY
In no event shall MSU Mississauga be liable for special or consequential damages, whether or not based upon or resulting from MSU Mississauga negligence or any claim for loss, damage or expense arising out of or connected with this contract or any obligation resulting thereof.
9. RETURN OF SOLD GOODS
Written permission must be obtained before returning any material for any reason. All materials returned will be inspected before acceptance and will be subject to a minimum restocking charge of 30% plus handling costs. All products returned must have transportation prepaid. Products that are built to order or that are not of current design are not returnable.
10. CANCELLATION OF CONTRACT
MSU Mississauga considers all orders received as a firm commitment and, as such, are not subject to cancellation by the Buyer without approval of MSU Mississauga and are subject to compensatory payment. The Buyer waives any right of notice of acceptance of an order.
11. POSTPONEMENT IN DELIVERY
Postponement of delivery dates of any Equipment must be with the approval of MSU Mississauga. If there is a postponement requested by the Buyer, then, the Buyer must pay for the expenses of storing the goods and shall, at MSU Mississauga’s discretion, either pay in full the amount of the contract upon completion of manufacture or accept a price revision in accordance with any price increases published by MSU Mississauga.
12. DESIGN CHANGES
MSU Mississauga reserves the right to make at any time such changes in detail of design, construction, arrangement, or equipment as shall, in its judgment, constitute an improvement over former practice.
13. APPLICABLE LAWS
The validity, performance and interpretation of this contract shall be governed by the laws of Canada and the province of contract.
14. FORCE MAJEURE
The Seller shall not be required to deliver product within the time specified for delivery if an event occurs that is beyond the reasonable control of The Seller, including an act of God, action or failure to act of any government or government board, accident, strike, lock-out, power failure or shortage. For any cause whatsoever, whether beyond The Seller’s control or not. The seller’s liability for failure or delay in performance shall not include incidental and consequential damages.