Terms & general conditions of sale
Last Updated: 5/14/2021
All orders are subject to Seller’s General Terms and Conditions of Sale set forth below.
Payment Terms: All sums shall be payable according to the payment terms of Net 30, unless otherwise stated in a Basilius Quotation, measured from the date of Seller’s invoice, payable in legal tender of the U.S.A. Seller may recover for each delivery as a separate transaction and may upon reasonable dissatisfaction with Buyer’s creditworthiness, or upon late payment or any other default by Buyer, decline to make delivery. Interest shall accrue on overdue payments at 1.5% per month.
Ownership, Delivery, and Transportation: Ownership of and title to all Products purchased by Seller shall pass to Buyer upon delivery of the Products at Seller’s place of business. All risks of damage to or loss, destruction or deterioration of the Products supplied hereunder shall be borne by Buyer after delivery and during and after shipment. It shall be Buyer’s responsibility to insure against such risk from the time of delivery. Delivery at Seller’s place of business in all cases shall constitute delivery to the Buyer. Seller is not liable for delays after delivery. All sales are EXW.
Specifications: If submitted written specifications are not complete in detail, then Seller’s standard specifications will be used in all matters pertaining to manufacturing, inspection, marking, packaging, and shipping of the Products ordered not covered by the submitted specifications.
Returned Items: No items may be returned without written authorization from Seller. Items shipped incorrectly must be reported immediately and returned in original shipping container.
Credits: All invoices shall be due and payable when submitted for payment in accordance with Seller’s terms. No withholding of funds, back charges, or credits against amounts otherwise due us will be permitted unless specifically agreed to in writing by Seller. Settlements of any amounts due Buyer will be negotiated as separate items and not as offsets against amounts otherwise due us from Buyer or products sold hereunder. Any credit memos issued to Buyer shall expire if not used within one (1) year from date of issue
Weights: Seller’s weights and measures shall govern.
Jurisdiction: The parties agree that all the provisions of this Purchase Order and any questions concerning its interpretation and enforcement shall be governed by the laws of the State of Ohio, U.S.A., and the execution and delivery of this contract shall be deemed to be the transaction of business within Lucas County and the State of Ohio for purposes of conferring jurisdiction upon courts located within the state. The parties agree that any litigation arise out of this contract shall be brought only in the Federal or State courts in the State of Ohio and both parties consent to the jurisdiction of said courts and venue in Lucas County, Ohio.
Severability and Headings: If any provision of these General Terms and Conditions of Sale is or becomes invalid or illegal in whole or in part, such provision shall be deemed amended, as nearly as possible, to be consistent with the intent expressed in this Purchase Order; and if such is impossible, that provision shall fall by itself without invalidating any of the remaining provisions not otherwise invalid or illegal. Paragraph headings or titles are included for ease of reference and do not constitute a part of the text or affect its meaning or interpretation.