1. ACCEPTANCE OF ORDERS – Any acceptance herein of Buyer’s Order by Seller is expressly made conditional on Buyer’s assent to the additional or different terms contained herein. Orders are accepted via phone order (405)275-3851; Fax (405)275-7001; email orders@southcentralind.com or on-line portal. Once orders are accepted by Seller any changes or cancellation of order or products by the Buyer will be subject to a 25% re-stocking fee.
  2. PRICE – The price for the products covered hereby shall be adjusted to Seller’s published price or contract pricing in effect at the time of shipment.
  3. DELIVERY – F.O.B. is used unless previously negotiated for special distribution and fulfillment services of non-sci stocked items. Seller will not consider claims for errors, damages or shortages in shipments unless transmitted to Seller within fifteen (15) calendar days of the date of shipment and accompanied by documents sufficient to substantiate the claim. When serving as a contracted warehouse/distribution/fulfillment center on behalf of a customer, South Central Industries requires prior Ship Confirmation of orders to be received for receiving purposes. South Central will notify customer of errors, damages or shortages in received shipments within five (5) calendar days of receiving shipment. The customer is responsible for negotiating reconciliation with non-SCI vendors.
  4. TERMS OF PAYMENT – Terms of payment shall be in accordance with Seller’s invoice or applicable published sales policy statements.
    1. Buyer agrees to purchase the products subject to all of the covenants, terms and conditions hereof, and to pay Seller the purchase price set forth in the Order. Seller agrees to sell, transfer and deliver the products to Buyer for the purchase price set forth in the Order, subject to all of the covenants, terms and conditions hereof. Typographical and other clerical errors in the Order are subject to correction. Buyer reserves the right at any time to modify the Order upon notice to Seller. Upon such notice, Buyer and Seller shall negotiate an equitable adjustment in price and/or time of performance.
    2. Products shipped against this Agreement shall be invoiced at the price set forth in the Order. Unless otherwise specified on the Order, payment of the purchase price shall be due no later than forty-five (45) days after the later of the Buyer’s receipt of the Seller’s correct invoice for such shipment or the date on which Products are received by Buyer when purchasing with Purchase Order. If purchasing with P-Card or credit card, payment is due the date of shipment. All back-ordered goods will not be charged to the P-card until received. Seller agrees that it will take no adverse action against Buyer for any invoices not paid resulting from Seller’s failure to obtain or clearly reference purchase order numbers on the applicable invoices or accurately invoice Buyer. Interest penalty may be charged if payment is made after forty-five (45) days from a proper invoice has been submitted.
  5. CANCELLATION – The order hereby acknowledged cannot be canceled except with Seller’s consent and upon terms that will indemnify Seller against loss. Should cancellation be accepted by Seller, then a 25% restocking fee will be activated.
  6. WARRANTY – Seller warrants to Buyer that the product to be delivered hereunder will be free from defects in material, workmanship and title and will be of the kind and quality described in the contract. THE FOREGOING WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL OR IMPLIED (INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PURPOSE). Claims for defects in materials will not be considered unless made in writing within three (3) months of receipt of product. Product proving defective in the hands of Buyer, when used for purposes for which such product is intended, will be replaced or credit will be allowed for the price thereof at Seller’s option.
  7. LIMITATION OF LIABILITY – Seller’s liability on any claim of any kind, whether based on negligence, warranty or otherwise, for any loss or damage arising out of, connected with or resulting from this contract, or from the performance or breach thereof, or from the manufacture, sale, delivery, resale or use of any material covered by or furnished pursuant to this Acknowledgement shall in no case exceed the price allocable to the product which gives rise to the claim. In no event shall Seller be liable for special, incidental or consequential damages.
  8. EXCUSABLE DELAYS – Seller shall not be liable for delay or failure to perform due to causes beyond Seller’s control such as, but not limited to, the unavailability of goods, law or governmental regulation, judgment of a competent court, labor difficulties, accidents, transportation delays, Acts of God, war or civil commotion.
  9. COMPLIANCE WITH LAWS – Seller hereby certifies that the products sold hereunder shall comply with the provisions of the Fair Labor Standards Act of 1938, as amended, and the Executive Order No. 11246, Section 202 of the Equal Opportunity Laws and Regulations and, where applicable, ASPR No. 12-802, the applicable provisions of the Occupational Safety and Health Act of 1970 and all other applicable state, Federal and Local Laws, regulations, rules and ordinances.
  10. TAXES – Any tax, duty or other governmental charge now and hereafter levied upon the production, sale, use or shipment of products ordered or sold hereunder shall be for the Buyer’s account. Such governmental levies are not covered in the Seller’s price unless expressly so stated.
  11. NON-WAIVER – Seller’s waiver of any of these Conditions of Sale in any instance shall be limited to that instance and shall not imply that Seller will waive such Condition of Sale on any future occasion.