1. General
Unless otherwise agreed in writing by WECO Electrical Connectors Inc. («WECO»), these terms and conditions of sale shall prevail over any terms or conditions stipulated, incorporated or referred to by the Buyer in his order or
negotiations or otherwise. The failure of WECO to object to provisions contained in any purchase order or other communication from the Buyer shall not be construed as a waiver of these conditions nor as an acceptance of any other terms and conditions.
No orders shall be binding upon WECO until accepted in writing by WECO at its corporate headquarters located in Kirkland, Québec, Canada
2. PRICE VARIATIONS
All prices and conditions are subject to variation by WECO without notice.
3. MODIFICATION, CANCELLATION
No order accepted by WECO may be altered or modified by the Buyer unless agreed to in writing by WECO; no order may be cancelled or terminated by the Buyer except with the written consent of WECO and upon payment of WECO’s loss, expenses and damages, direct or indirect, resulting from such cancellation or termination.
Weights, measures, dimensions and illustrations which are contained in any catalogue, brochure or pamphlet of WECO are purely for illustrative purposes and WECO reserves the right to change such weights, measures, dimensions and illustrations without notice.
4. ERRORS
Typographical and clerical errors in quotations, price lists, invoices, labels and acknowledgements are subject to correction by WECO.
5. SUITABILITY
All quotations given and sales made are upon the express condition that there is no guarantee, warranty or representation given or made as to the suitability of the products for any specific purpose, even if that purpose is known to WECO.
WECO reserves the right to make alterations in line with technical advances and industry standards.
6. DELIVERY
Times specified for delivery are approximate only. WECO will not be responsible for late delivery due to circumstances or events beyond its control. WECO reserves the right to make partial shipments. Subject to the discretion of WECO, all shipments made by WECO shall be by the most economical
way available, unless the Buyer expressly requires otherwise in writing. All shipments will be shipped freight and insurance prepaid and insured automatically at Buyer’s expense, unless the Buyer expressly requires otherwise in writing.
7. QUANTITY VARIATION
While WECO will make every effort to manufacture and supply the quantity of products ordered, WECO reserves the right to supply over-makes up to 10% with the order and to consider an order complete if it is an under-make of up to 10%.
8. FORCE MAJEURE
Deliveries may be totally or partially suspended by WECO during any period in which it may be prevented or hindered from manufacturing, supplying or delivering the products by any circumstances within the normal meaning of the expression «force majeure» or by any other circumstances not within the control of WECO, including, but not limited to unavailability of raw materials, strikes and other labour disruptions. WECO will not be responsible for any damages suffered by the Buyer resulting from such suspensions.
9. NOTIFICATION OF DAMAGE OR LOSS OF PRODUCTS
The Buyer must advise WECO in writing of any damages to products within fourteen (14) days of the delivery of the shipment or partial shipment or within fourteen (14) days of receipt of WECO’s shipping advice in case of non receipt or partial loss, otherwise WECO will not be responsible for any such damage or loss. The Buyer may use the «WECO Action Request» form, a copy of which is available through WECO’s customer service department.
10. DEFECTIVE PRODUCTS
If the products are shown not to have corresponded at the time of delivery to the usual standard or quality supplied by WECO, WECO will exchange such products or, at its option, refund the purchase price provided WECO is notified of same within one hundred twenty (120) days of delivery of the products.
11. LIMITATION OF LIABILITY
WECO shall not be liable for any expenditure or consequential damage or loss (including loss of profit) or for any other damage or loss of any material whatsoever, whether consequential or not, and whether incurred or suffered by the Buyer or any third party. The provisions contained herein with respect to warranty and limitation of liability shall be binding upon the Buyer and the end-users of the products.
12. LIMITED WARRANTY
WECO unconditionally guarantees its products from all defects in design, manufacture and workmanship under normal conditions for a period of twelve (12) months from the date of WECO’s invoice, provided however that the products are used in accordance with their specifications. All warranties cease to be effective if the products are altered or repaired other than by persons authorized or approved by WECO to perform such work.
13. PAYMENT
Payment terms are net cash within thirty (30) days of date of invoice unless otherwise agreed to in writing. Notwithstanding the above, WECO may require full or partial payment in advance before proceeding with the delivery. Amounts owing by the Buyer which are overdue shall be subject to interest at
the rate of 18% per annum. Deductions from any invoice will not be allowed unless authorized by WECO in writing.
14. RETENTION OF TITLE
Until paid for in full by the Buyer, all products sold by WECO shall remain the absolute property of WECO regardless of partial payments therefore. WECO retains ownership title and user rights without restrictions for all blueprints and relevant documentation, which may only be made accessible to third
parties with WECO’s prior consent. The Buyer will be fully or partially charged, should special tools be required for the execution of an order. These tools remain WECO’s property and in WECO’s title. Invoices for tools are not discountable and due at once
15. RETURN OF PRODUCTS
Products may only be returned with WECO’s written permission and in conformity with WECO’s Return Material Authorization Policy, a copy of which is available upon request.
Only products currently manufactured and regularly carried in stock by WECO (standard items) will be considered for return.
16. SEVERABILITY
If any of the present conditions of sale shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. WECO may at any time alter, amend, replace or modify any of the terms or conditions herein
contained.
17. GOVERNING LAW
The laws of the Province of Québec and Canada shall govern the sales by WECO of any of its products to the Customer.
