General Terms

OFFER AND ORDER:

No order given by word of mouth or email will be acted upon until it is confirmed by a written purchase order.

A sale will held to be agreed only after we given our written confirmation of the order we have received.

Our agents and representatives have no representational powers.  No offer, acceptance of order, or undertaking that these persons negotiate on our behalf will be binding on us until it has been accepted or confirmed in writing by a director or executive of our company duly authorized for this purpose.

Our offers, and the drawings, depictions, measurements, weights and other performance figures contained therein, shall be without obligation.  We shall be bound by the prices in offers expressly marked as binding for the time period specified from the date of the offer.

PAYMENT TERMS & INSTRUCTIONS:

Net 30 days, unless otherwise agreed to in writing.  These terms are subject to the approval of our credit department.  A finance charge of 2% per month will be added to all balances over 30 days past due.  This finance charge may vary pursuant to the maximum rate allowed by law in the state of delivery.

Preferred means of payment is via ACH.  Wire transfer is an alternative payment method.  Complete payment instructions will be submitted with every invoice.  CVD Ceramics, Inc. does not accept checks.

SHIPPING TERMS:

All shipments are per our offer, which is EXW New Iberia, LA per Incoterms® 2010.   Clearly indicate complete shipping information on your order.

SHIPMENT:

We shall attempt to ship in accordance with your instructions and by carrier of your choice.  However, final selection of method of shipment and carrier shall be exercised by us entirely at our discretion and as deemed necessary by us.

PACKING:

Any packing requirements other than our standard packaging and commercial container will be invoiced as an extra charge, unless otherwise negotiated.

CANCELLATIONS:

CVD Ceramics will require payment of reasonable charges for costs incurred resulting from cancellation or reduction of any order.  CVD Ceramics cannot refund or exchange custom-made products. 

CHANGES BY YOU:

It is understood that the prices herein are subject to adjustment by us in case of changes by you in specification, quantities or delivery requirements after our acceptance of your order.  It is further understood that all warranties, disclaimers, limitations of liability and indemnity herein shall apply with respect to all goods covered by any such change and that no modification or rescission of any such warranty, disclaimer, limitation or liability for damages or indemnity agreement shall be binding on us unless contained in express writing to that effect signed by us.

WARRANTY – INSPECTION and NOTICE OF REJECTION

Our delivered goods shall carefully be inspected immediately following (or within 10 days of receipt of goods) delivery.  The purchaser is required to immediately notify the seller in writing of any material and/or legal defects.

Buyer will contact CVD Ceramics to obtain a Return Material Authorization number.  No returns will be accepted without an RMA Number. Buyer shall give written notice of rejection of any shipment within ten (10) days from the date of shipment specifying the reasons therefore.    Failure to give such notice shall be deemed a waiver of such right of rejection and any claim with respect thereto and shall be deemed an acceptance of such shipment.

LIMITATION OF LIABILITY:

Any liability for consequential and incidental damages is expressly disclaimed.  CVD Ceramic Inc.’s liability in all events is limited to, and shall not exceed, the purchase price paid.

ATTORNEY’S FEES:

It is agreed that the debtor will pay reasonable costs of collection, including reasonable attorney’s fees, if required to enforce or collect any part of this agreement if in default.

FORCE MAJEURE:

CVD Ceramic, Inc. shall make every attempt to adhere to contractual performance and delivery except CVD Ceramic, Inc. shall not be liable for any delay in or impairment of performance resulting in whole or in part from Acts of God, labor disruptions, shortages, inability to procure product, supplies or raw materials, severe weather conditions, or any other circumstances or cause beyond the control of CVD Ceramics, Inc. in the conduct of its business.