Purchase Order Terms & Conditions

Terms and Conditions of Purchase

UNLESS OTHERWISE EXPRESSLY AGREED IN WRITING, ALL PURCHASES ARE SUBJECT TO THE FOLLOWING TERMS AND CONDITIONS:

  1. Offer and Acceptance. This Purchase Order is only an offer to enter into a contract, executed by a duly authorized agent of Missouri Star Quilt Company. Buyer may revoke, amend or modify this offer at any time prior to Seller’s (Seller is any supplier of products or services for Buyer) acceptance. Any of the following acts constitute Seller’s acceptance of this Purchase Order and all terms and conditions herein: a) Seller’s execution and return of the acknowledgment copy of this Purchase Order or Seller’s own acknowledgment form; b) Seller’s commencement of performance pursuant to this Purchase Order; c) Seller’s delivery of any of the products ordered; or d) Seller’s acceptance of any payment by Buyer hereunder. Acceptance of this Purchase Order is expressly limited to and conditioned upon acceptance of the terms set forth below, which terms cannot be altered or amended without Buyer’s express written agreement. Acceptance shall be binding upon Seller and Seller’s successors, assigns and delegates.

  2. Prices. All prices shall be as stated in this Purchase Order and require acknowledgment of the Seller. If no price is stated for any product, the price for that product shall be the lowest price currently quoted or charged by Seller for that product.

  3. Taxes. Unless otherwise provided in this Purchase Order, the price does not include taxes. Seller shall pay, all excise, sales, use, transfer or other taxes, federal, state and local, in connection with the sale or delivery of the products to Buyer and add to the invoice.

  4. Invoicing/Terms of Payment. After each shipment made under this order, Seller shall send a separate invoice, including item numbers, in duplicate, accompanied (if applicable) by a bill of lading or express receipt. Payment of invoice shall not constitute acceptance of the Goods and shall be subject to appropriate adjustment for failure of Seller to meet the requirements of this order. Unless otherwise agreed in writing, payment terms shall be net thirty (30) days from the date Buyer receives Seller’s invoice.

  5. Quantities. Unless Buyer has otherwise agreed in writing, Seller must deliver the quantities specified. Buyer reserves the right to reject incomplete deliveries and to return at Seller’s risk and expense excess quantities delivered. Packaging and Shipment. All products shall be packaged, marked and otherwise prepared for shipment by Seller in suitable containers in accordance with sound commercial practices. Seller shall mark on containers all necessary handling, loading and shipping instructions. An itemized packing list shall be included with each shipment and is required in order to receive timely payment for said goods.

  6. Delivery. Buyer’s production and marketing schedules are established in reliance upon the delivery information specified in this Purchase Order. Time and place of delivery are therefore of the essence in the performance of this Purchase Order. If delivery cannot be made at the specified time and place, Seller shall promptly notify Buyer of the earliest possible date for conforming delivery. Notwithstanding such notice, and unless otherwise agreed by Buyer in writing, Seller’s failure to effect conforming delivery shall entitle Buyer to revoke any acceptance, to cancel this order without liability to Seller, to receive a full refund of any amounts paid, to purchase substitute products elsewhere, to return at Seller’s risk and expense all or any part of a nonconforming delivery and to hold Seller accountable for any loss or additional costs incurred. Buyer’s receipt or acceptance of all or part of a nonconforming delivery shall not constitute a waiver of any claim, right or remedy Buyer has under this Purchase Order or under applicable law.

  7. Inspection and Rejection. All products shall be received subject to Buyer’s inspection, approval, and acceptance at Buyer’s premises. Products rejected by Buyer as not conforming to this Purchase Order may be returned to Seller at Seller’s risk and expense and shall not be replaced by Seller without Buyer’s written authorization.

  8. Changes. No change, modification or revision of this Purchase Order shall be binding upon Buyer unless in writing and signed by a duly authorized representative of Buyer. Nothing contained in this Section 9 shall excuse Seller from diligently proceeding with the order as changed.