Terms and Conditions
1. All of the terms and conditions of sale are set forth in this instrument. They may not be varied or modified except by the written consent of authorized agent of Universal Plastic Bags Co. Inc.
2. All orders are subject to Universal Plastic Bags Co. Inc. acceptance.
3. Universal Plastic Bags Co. Inc. assures Buyer that the goods which will be furnished pursuant to this order will be properly manufactured according to the General Standards of the industry and in compliance with applicable requirements of the Fair Labor Standards Act of 1938 as amended and as apply.
4. Universal Plastic Bags Co. Inc. will deliver material of generally accepted good commercial quality. Where an exact definition of quality characteristics is required, it will be the responsibility of the Buyer to define the requirements, to communicate it to the Universal Plastic Bags Co. Inc. and to receive from the Universal Plastic Bags Co. Inc. a statement in writing that he will conform to the requirements. Universal Plastic Bags Co. Inc. hereby alerts the Buyer as to trade standards that are nationally recognized and allow tolerances and variations in dimensions, in quality and in the physical and chemical properties of the material to be furnished in filling this order.
5. Cancellations or modification of orders will not be accepted by Universal Plastic Bags Co. Inc. with respect to products already manufactured or in the process of manufacture, and Buyer shall reimburse Universal Plastic Bags Co. Inc. for all costs incurred by Universal Plastic Bags Co. Inc. in the preparation for manufacture.
6. No claim will be recognized unless the quality of defective material exceeds 2% of a major defect and 5% of a minor defect. Major defects are those defects that render the material completely unsuitable for use by the Buyer and Minor defects are those defects which are beyond specification but which do not render the material unusable.
7. No claims will be recognized after 90 days of manufacture.
8. Before purchasing, the Buyer shall determine the suitability of the material for its intended use. The Buyer assumes all risk and liability in connection therein; it is therefore expressly understood that Universal Plastic Bags Co. Inc. does not warrant fitness of material for end use.
9. In no event shall Universal Plastic Bags Co. Inc. 's liability exceed the price of the goods sold by Universal Plastic Bags Co. Inc. to the Buyer under this order. Universal Plastic Bags Co. Inc. shall not be liable for any indirect or contingent damage or loss, nor shall Universal Plastic Bags Co. Inc. be responsible for damage to any article ordered or used in connection with the goods delivered under this order. Universal Plastic Bags Co. Inc. 's only obligation shall be to recognize claim for such quantity of material proven not to meet the specifications stated herein.
10. Universal Plastic Bags Co. Inc. assumes no responsibility to rerun, in whole or in part, any order wherein quantity usable to the Buyer is reduced by virtue of defects or other occurrences.
11. According to trade custom, the ink, paste, glue and other chemical(s) companies supply their products to the Universal Plastic Bags Co. Inc. without guarantee. Consequently, Universal Plastic Bags Co. Inc. is compelled to, and does hereby, expressly exclude any and all warranties, guarantees, or representations whatsoever express or implied, except for those express assurances set forth herein.
12. All technical advice furnished by Universal Plastic Bags Co. Inc. , whether on request of Buyer or voluntarily, is given gratis and Universal Plastic Bags Co. Inc. assumes no obligation or liability for the advice so given or the results obtained. All such advice is given and accepted at Buyer's risk.
13. The Universal Plastic Bags Co. Inc. shall not be liable for printing, style, shape or other specification on this order insofar as they concern compliance with the Federal and/or State Food and Drug Laws, Environmental Protection Agencies or local laws relating to labels or labeling. All responsibility in connection therewith is assumed by the Buyer.
14. An overrun or under run of ten percent (10%) on stock items and twenty-five percent (25%) on items of special size, gauge, grade or print will constitute fulfillment of this contract.
15. In accepting this order, Universal Plastic Bags Co. Inc. does not guarantee to make delivery on any specified date indicated now, or previously, or at any subsequent time and assumes no liability for damages due to delay in filling the order.
16. No liability shall result from delay in performance or nonperformance caused by circumstances beyond the control of the Universal Plastic Bags Co. Inc. , including but not limited to an act of God, fire, flood, war, government action, accident, labor trouble or shortage, inability to obtain material, equipment or transportation. Quantities so effected may be eliminated from the order without liability to Universal Plastic Bags Co. Inc. but the order shall remain otherwise unaffected.
17. Unless otherwise stated, delivery shall be made to Buyer in Universal Plastic Bags Co. Inc. 's plant and/or warehouse, even when freight is prepaid to point of destination. Title to goods shall pass from Universal Plastic Bags Co. Inc. to Buyer upon delivery to carrier. Buyer shall be liable for any loss or damages to such material after delivery to carrier.
18. Universal Plastic is required by law to collect all applicable sales taxes for the state, counties and cities of California. Companies, individuals and organizations who are exempt from sales tax should provide us with their resale certificate by fax to (909) 218-2255.
19. If price quoted includes freight allowance, Universal Plastic Bags Co. Inc. reserves the right to use the most economical routing. When freight charges are in excess of those of the most economical routing, the excess shall be paid by the Buyer. In no event and under no circumstances, will the cost of air freight be borne by Universal Plastic Bags Co. Inc. .
20. Universal Plastic Bags Co. Inc. shall not be liable for indirect loss or third party claims occasioned by delay in completing the work or for any loss to the customer arising from delay in transit, whether as a result of Universal Plastic negligence or otherwise.
21. An unqualified acceptance of these goods pursuant to this order and a waiver by Buyer of all claims with respect thereto shall be conclusively presumed, unless Buyer notifies Universal Plastic Bags Co. Inc. in writing to the contrary within 90 days of the date of manufacturer and due opportunity for investigation is given Universal Plastic Bags Co. Inc. or its representative.
22. No return shipments shall be authorized or accepted except by the express written consent of duly authorized employee of Universal Plastic Bags Co. Inc. . Any return shipment made without written authorization of the Universal Plastic Bags Co. Inc. shall be deemed an unauthorized return.
23. Unless expressly stated otherwise, in writing, by a duly authorized officer of the Universal Plastic Bags Co. Inc. , all authorized returns are authorized for the purpose of inspection only. The acceptance by Universal Plastic Bags Co. Inc. of a return shipment will not constitute a waiver of any of the terms, covenants or conditions of the original order. Furthermore, such inspection shall in no event be deemed a variance of the original order. Title to the material will remain at all times with the Buyer and in no event shall pass to Universal Plastic Bags Co. Inc. .
24. No claim shall be allowed and no credit given for goods returned without Universal Plastic Bags Co. Inc. 's written authority. Universal Plastic Bags Co. Inc. reserves the right to refuse acceptance of an unauthorized return. Universal Plastic Bags Co. Inc. 's decision to accept an unauthorized return shall be deemed as an accommodation to the Buyer. In such case, title to the material shall remain with the Buyer and the material will be held at the risk and expense of the Buyer and is subject to the Conditions of Acceptance set forth above.
25. Universal Plastic Bags Co. Inc. 's products are extremely sensitive to atmospheric and temperature changes. Buyer should store merchandise in a clean dry place avoiding extreme temperature and humidity. Temperature of approximately 65 degrees Fahrenheit and relative humidity of 35% to 50% are most desirable. Universal Plastic Bags Co. Inc. does not assume any responsibility for difficulties or losses arising from weather conditions, improper handling or storage. If this merchandise is resold, Universal Plastic Bags Co. Inc. recommends cautioning Buyer as above.
26. No claims will be recognized for material that has been improperly stored.
27. If the cost of manufacturing, storing, selling or delivering the material ordered hereunder should be increased by any governmental action, the price of the material shall be revised accordingly.
28. Terms shown on this contract are from date of invoice and are not contingent upon delivery. Universal Plastic Bags Co. Inc. reserves the right to charge interest of 1.5% per month on any unpaid balance on all bills not paid at maturity.
29. In the event Buyer fails to fulfill the terms of payment, or in case Universal Plastic Bags Co. Inc. shall have any doubt at any time as to Buyer's financial responsibility, Universal Plastic Bags Co. Inc. may decline to make further deliveries except upon receipt of cash or satisfactory security.
30. In the event Buyer fails to fulfill the terms of payment and is in default, Universal Plastic Bags Co. Inc. will be entitled to recover reasonable attorney’s fees, not to exceed twenty five per cent, (25%) of the outstanding balance in default.
31. This order is neither assignable nor transferable by the Buyer, in whole or in part, except with the written consent of the Universal Plastic Bags Co. Inc.
32. Buyer shall reimburse Universal Plastic Bags Co. Inc. for all taxes, excises or other charges, which the Universal Plastic Bags Co. Inc. may be required to pay to any government, (National, State or local) upon the sale, production or transportation of the material sold hereunder.
33. Universal Plastic Bags Co. Inc. reserve the right to change prices on the web site www.universalplastic.comat anytime.
34. Universal Plastic attempts to be as accurate as possible, however, Universal Plastic does not warrant that product descriptions or other content of the web site www.universalplastic.comis accurate, complete, reliable, current, or error-free.
35. Any communication or material other than your personal information submitted to www.universalplastic.comby electronic mail is the exclusive property of Universal Plastic Corp. and is considered to be non-confidential and non-proprietary. Such a communication may include without limitation questions, comments, suggestions and ideas. Universal Plastic Corp. shall be free to use them for any purposes whatsoever without restriction or compensation.
36. It is the customer's responsibility to maintain a copy of any original electronic file.
37. Proofs of all work may be submitted for customer's approval and Universal Plastic Corp. shall incur no liability for any errors not corrected by the customer in proofs so submitted. Due to differences in equipment, monitors, paper, inks and other conditions between color proofing and production runs, a reasonable variation in color between color proofs and the completed job will be deemed acceptable. With certain products we are not able to guarantee exact color matches even when printing specific Pantone colors.
38. This Agreement shall be construed in accordance with and governed for all purposes by the laws of the State of California (without regard to conflict of law principles thereof). Any litigation arising under this Agreement shall be properly venued only in a state or federal court situated in the State of California, County of Los Angeles (without regard to the convenience of the parties).