Purchase Order Terms & Conditions

Ajax Tocco Magnethermic Canada

1. No verbal agreement or other understanding shall in any way modify the Terms and Conditions or contractual obligations set in place by acceptance of this PURCHASE ORDER. Any request to modify a specific term or condition must be issued in writing and agreed to by Buyer in writing.
2. This order shall be subject to modification by Buyer in event of fire, accidents, strikes, Government Acts or other conditions beyond Buyer's reasonable control.
3. If this PURCHASE ORDER is not acceptable exactly as written, return at once with written explanation. This order is not final until the conditions specified are agreed upon.
4. Separate invoices shall be sent for each separate shipment against this order. Each invoice must bear Buyer's order number, part number or description, and amount of material shipped.
5. Chemical and/or physical reports, if required, must be supplied immediately after each shipment is made.
6. No fees/charges will be allowed for boxing or crating unless previously agreed to in writing.
7. Any shipping containers, drums, cartons etc. to be returned must be shipped on a no-charge or consignment basis. Buyer will pay for only such containers as Buyer does not return within a reasonable time.
8. Buyer's count or weight of shipment shall be final and conclusive on shipments not accompanied by a packing list.
9. All material is subject to Buyer's inspection and right of rejection on arrival, notwithstanding prior payment to obtain cash discount. Rejected material may be returned immediately at Sellers expense; replacement materials will not be accepted unless such replacement has been authorized.
10. Castings, forgings or other materials that have defects that are revealed after our machining operations have been performed will be rejected and returned at Seller's expense for credit at the full invoice price.
11. If Seller's deliveries fail to meet the schedule specified by Buyer, to the extent that Buyer is compelled to call upon Seller for express shipments it is understood that Seller will allow the difference between the freight and express rate. In the event Seller is unable to make deliveries in time to meet Buyer's requirements Buyer reserves the right to modify or cancel this order.
12. It is understood that the Seller warrants that the sale or use of the material covered by this order will not infringe on any inventions or patents issued thereunder either in Canada or in foreign countries and that Seller covenants to defend every suit that may be brought against Buyer or any party selling or using any of Buyer's products or any alleged infringement of any patent by reason of the sale or use of said materials and to pay all expenses and fees of counsel which shall be incurred by Seller and Buyer in and about defending and all costs, damages and profits recoverable in any such suit.
13. It is understood and agreed that any part or parts made by Seller according to blueprints, patterns, or design furnished by Buyer will not be furnished by Seller to any other person, firm, or corporation without Buyers written consent and approval.
14. Buyer will not accept material unless it is tagged or marked with Buyer's Order Number, Part Number, or description, and quantity, as embodied in this order.
15. By Seller's shipment of merchandise in accordance with this order, Seller guarantees full compliance with all provisions from time to time applicable of Federal, Provincial and Municipal laws; and Seller agrees to hold Buyer harmless from all liability resulting from failure of such compliance.
16. Provided such equipment shall have been paid for or furnished by Buyer or the cost thereof absorbed by Buyer by material commitments, any tools, dies, jigs, fixtures, patterns, blue prints, designs, specifications and other equipment used in or necessary for producing the material on this order shall be considered to be the property of the Buyer and for its sole use and shall be subject to removal by Buyer at any time, on demand.
17. The quantity specified on this order is the maximum amount Seller is permitted to ship to Buyer and Buyer shall be under no obligation to accept or pay for any excess over the specified quantity, unless Buyer's written consent has been issued to Seller.
18. Seller represents and certifies that any and all work performed and any items of this purchase order delivered shall comply with all requirements of any current Occupational Safety and Health Regulations, Clean Air Regulations, Water Pollution Control Regulations, Toxic Substance Control Regulations and Hazardous Materials Transportation Regulations of the government jurisdiction from which such items are to be shipped or such work is to be performed pursuant to this agreement. Seller agrees to indemnify and hold harmless Buyer against any claims, losses, damages, fines, penalties, cost and expenses assessed against or incurred by Buyer as a result of Seller's failure to comply with such required acts, statutes or regulations and with all rules, standards, or orders issued thereunder with regards to the work or items furnished under this purchase order.
19. 3TG Conflict Minerals: Seller will disclose whether purchased goods contain any 3TG conflict minerals as defined under Section 1502 of the U.S. Dodd-Frank Act and its implementing regulations (collectively the "Conflict Minerals Law") that are necessary to the production or functionality of the Goods ("Conflict Minerals"). If Goods contain any 3TG Conflict Minerals seller must: (i) provide, on request, information on Conflict Mineral smelters in the relevant supply chains including whether those smelters are DRC Conflict-Free; (ii) provide, on request, such other information as Buyer may reasonably require to determine the DRC Conflict-Free status of any such 3TG Conflict Minerals used in these Goods.
20. Confidential information or data furnished by the Buyer and needed by Seller to perform under this purchase order shall be held in confidence by Seller unless a special agreement relating to such information or data is negotiated.
21. This order does not imply any obligation of Buyer to provide any information or data to Seller and does not in any way imply transfer of any rights or licenses from Buyer to Seller. 07/24/2024