THE SALE OF PRODUCTS AND SERVICES (“PRODUCTS”) BY DIAMOND FASTENERS, INC. AND ITS DIVISIONS AND SUBSIDIARIES (“DIAMOND FASTENERS, INC.”) ARE SUBJECT TO THESE TERMS AND CONDITIONS (“AGREEMENT”) REGARDLESS OF OTHER OR ADDITIONAL TERMS OR CONDITIONS THAT CONFLICT OR CONTRADICT THIS AGREEMENT IN ANY PURCHASE ORDER, DOCUMENT, OR OTHER COMMUNICATION (“ORDER”), PREPRINTED TERMS AND CONDITIONS ON ANY CUSTOMER (“CUSTOMER”) DOCUMENT (FOR EXAMPLE: PURCHASE ORDERS OR CONFIRMATIONS) AND/OR DIAMOND FASTENERS, INC.’S FAILURE TO OBJECT TO CONFLICTING OR ADDITIONAL TERMS WILL NOT CHANGE OR ADD TO THE TERMS OF THIS AGREEMENT.

 

ORDERS – All Orders are subject to acceptance by Diamond Fasteners, Inc.  Diamond Fasteners, Inc. reserves the right to allocate the sale of Products among its customers.  Orders for special, custom, value-added and Products specifically identified by Diamond Fasteners, Inc. as non-standard are non-cancelable and non-returnable (“NCNR”).  The Customer may not cancel or reschedule Orders for standard Products without Diamond Fasteners, Inc.’s consent, which shall not be unreasonably withheld.

 

PRICES – Diamond Fasteners, Inc.’s quoted prices apply for 30 days or as otherwise stated in its quote. Diamond Fasteners, Inc. may increase prices if Diamond Fasteners, Inc.’s costs increase or other circumstances beyond Diamond Fasteners, Inc.’s reasonable control. Prices are for Products only and do not include taxes, impositions and any other charges, fees, shipping charges and duties imposed by any government authority. Customer is responsible for any additional fees and taxes.

 

TERMS OF PAYMENT – Upon approval of credit, payment of the total invoice amount, without offset or deduction, is due thirty (30) days from the invoice date.  On any past due invoice, Diamond Fasteners, Inc. may charge interest from the payment due date to the date of payment (at 1 1/2 % per month), plus reasonable attorney fees and collection costs.  Diamond Fasteners, Inc. may change the terms of Customer’s credit at any time.  Diamond Fasteners, Inc. may apply payments to any of Customer’s accounts.

 

CREDIT CARD ORDERS/PAYMENTS – For all credit card orders/payments GREATER than $100.00; Diamond Fasteners will apply a 4% handling fee to the customer invoice.  For all orders LESS THAN $100.00; Diamond Fasteners will apply a $5.00 handling fee to the customer invoice.

 

DELIVERY AND TITLE – Customer is responsible for all shipping costs and any applicable surcharges.  Title and risk of loss pass to Customer upon delivery of the Products to the carrier.  Diamond Fasteners, Inc.’s delivery dates are estimates only and Diamond Fasteners, Inc. is not liable for delays in delivery. Diamond Fasteners, Inc. reserves the right to make partial shipments and Customer will accept delivery and pay for the Products delivered.  A delayed delivery of any part of an Order does not entitle Customer to cancel other deliveries.

 

ACCEPTANCE OF PRODUCTS AND PRODUCT RETURNS – Customer must notify Diamond Fasteners, Inc. in writing of any damage, shortage, or other discrepancy to Products within ten (10) days after delivery.  After the tenth (10th) day, Customer is deemed to have accepted the Products and may not revoke acceptance.  Customer cannot return Products without a return material authorization (“RMA”) number.  Returned Products must be in original manufacturer’s shipping cartons or equivalent. Customer must return all Products, freight prepaid, as specified in the RMA and pays any restocking charges.  At Diamond Fasteners, Inc.’s discretion, Diamond Fasteners, Inc. will return all Products not eligible for return to Customer freight collect, or hold Products for Customer’s account at Customer’s expense.

 

LIMITATION OF LIABILITY – UNDER NO CIRCUMSTANCES SHALL DIAMOND FASTENERS, INC. BE LIABLE IN CONTRACT, WARRANTY, TORT OR OTHERWISE FOR ANY SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM YOUR PURCHASE OF ANY PRODUCTS FROM US OR ANY USE OF, OR THE INABILITY TO USE, ANY CONTENT ON THIS WEB SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR LIABILITY EXCEED THE PURCHASE PRICE OF THE PRODUCTS YOU PURCHASE FROM US.

 

EXPORT/IMPORT – Certain Products sold by Diamond Fasteners, Inc. and other related technology and documentation are subject to export control laws, regulations and orders of the United States and the export or import control laws and regulations of other countries.  Customer will not directly or indirectly export or divert any Products and other related technology and documentation to any third party or country where such export or transmission is restricted or prohibited.  Customer agrees it is responsible to obtain any license to export, re-export, or import as may be required.

 

ELECTRONIC ORDERS – In the event that any part of the purchase and sale of Products utilizes electronic data interchange, internal or third party portal, or any other electronic means (“Electronic Purchase Order”), this Agreement, or any other validly executed agreement between Diamond Fasteners, Inc. and Customer, will continue to apply to the purchase and sale of Products between Customer and Diamond Fasteners, Inc.