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Barton Tool, Inc. TERMS AND CONDITIONS OF SALE AGREEMENT
1. Acceptance
Barton Tool, Inc. (Barton) has offered to sell the customer specific equipment (the Goods) expressly conditioned upon these terms and conditions. This offer is hereinafter referred to as the “Quotation”. Any purchase order or other form of acceptance issued by the Buyer in response to Barton Tool Inc’s Quotation shall result in a contract (The Contract) for the purchase of the Goods at the price quoted in the Quotation, and subject to these terms and conditions. Barton Tool does not accept any terms contained in any purchase order or other document which conflict with, modify and/or add to these terms and conditions. Barton Tool’s execution of any document issued by the Buyer shall constitute only acknowledgement of receipt thereof, it shall not be construed as an acceptance of any terms therein. Where Buyer specifically objects to any of these terms and conditions, no contract shall exist unless and until Barton Tool agrees to accept in writing Buyer’s proposed modifications to these terms and conditions
2. Entire Agreement
This contract, including the Quotation and these terms and conditions, shall constitute the entire understanding and agreement between Buyer and Barton Tool and any representation, promise, course of dealing, course of performance, or customer trade usage which is not specifically included in the Contract will not be binding upon either party. The Contract may not be amended or modified except by writing executed by both parties.
3. Taxes
Buyer shall be responsible for, and shall pay, any taxes (sales, excise, use, etc.) and any export or import duties which may be applicable to the sale.
4. Payment
Unless otherwise specified by Barton Tool in the Quotation, the Buyer shall pay the purchase price within thirty (30) days from the date of shipment. If delivery or shipment is delayed by Buyer, payment shall be due thirty (30) days from the date Barton Tool notifies Buyer that goods are ready for shipment. A late charge of one and one-half percent (1-1/2%) per month (but not in excess of the lawful maximum) will be imposed on all balances, prorated on a daily basis for each day that the payment is due.
5. New York Law Applicable
This contract shall be governed by the laws of the State of New York.
6. Delivery Date
Any delivery date stated in the contract is approximate only and does not constitute any guarantee of delivery on any particular date. Time is not of the essence of the contract.
7. Shipment of Goods
Unless otherwise expressly specified in the Quotation, Barton Tool shall arrange for shipment and the Goods and Buyer shall be solely responsible for the cost of shipment.
8. Delays
Barton Tool shall not be responsible to Buyer or any third party for any damage resulting from any failure or delay in manufacturing or shipping due to any cause beyond Barton Tool’s reasonable control, including, but not limited to, 1) intervening legal requirements or governmental directives; 2) acts of God; 3) force majeure; 4) labor disputes; 5) delays caused by Barton Tool’s suppliers or vendors; 6) war, terrorism or similar disruptions.
Limitation of Liability
Notwithstanding any other provision of this Contract, the total liability of Barton Tool to Buyer shall be limited to direct damages, not to exceed the value of the amount paid to Barton Tool. This limitation of liability applies to all liability arising from Barton Tool’s activities and obligations related to the Contract including, but not limited to, duty arising in contract, warranty, statute and tort (whether such occurrence arises out of Barton Tool's negligence or breach of any standard of strict liability). IN NO EVENT WILL BARTON TOOL BE LIABLE TO BUYER FOR ANY LOST PROFITS, INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES. These limitations will survive the contract.
9. Termination for Default
Barton Tool may terminate this contract if Buyer: 1) becomes insolvent; 2) is unable to meet its obligations as they become due or admits such in writing; 3) enters bankruptcy or has a receiver or trustee appointed for it; 4) fails to timely make payments under this contract or under any other obligation of Buyer to Barton Tool; or 5) fails to provide Barton Tool with financial documents and other information to establish in Barton Tool’s sole judgment that Buyer can perform as agreed under this contract. Said information shall be provided within (7) days of Barton Tool’s written demand to the Buyer. In the case of such a termination, Buyer shall be considered to have defaulted under this contract and Barton Tool shall have such remedies as are available to it under this contract and/or at law.
Other Provisions
1. Waiver
The waiver of any right or default in any one instance shall not be deemed a waiver of any future right to enforce this contract.
2. Assignment
This contract may not be assigned by Buyer without the written consent of Barton Tool.
3. Severability
If any provision of this contract is held to be invalid or unenforceable for any reason, the remaining provisions shall remain in full force and effect.
4. Safety Devices, Risks and Damages
Buyer assumes all responsibility for the safe operation of the goods. Buyer shall provide all signage, warning labels, safety devices, guarding, shielding and other measures as may be necessary and/or appropriate, or which are required by federal, state or local laws and regulations, for the safe operation of the goods.
5. No License or Sale of Intellectual Property
The sale of the goods does not grant to, convey to or confer upon Buyer a license or any other rights, express or implied, under any patent, copyright or other intellectual property right of Barton Tool encompassed within, covering or relating to the goods.
6. Recovery of Expenses
Barton Tool shall be entitled to recover from Buyer, if the Buyer cancels the Contract(s) or places the Contract(s) on hold for more than (60) calendar days, all costs and expenses (including, but not limited to, reasonable attorney’s fees) which are incurred by Barton Tool in enforcing its rights under this Contract, including, but not limited to, the recovery of any amounts owed by Buyer to Barton Tool under this Contract. All Contracts placed on hold (or canceled) for more than (60) calendar day will require a new Contract.
7. No Third Party Beneficiaries
There are no third party beneficiaries with respect to this Contract, including (but not limited to) any customers of the Buyer or any affiliates of the Buyer.
About Us
About Barton Tool
Our Mission Statement
Our Mission Statement
Barton tool Inc. has designed and built molds, dies, fixtures, and special machinery for various industries for over 53 years! We have now expanded our facility to a 20,000 square foot plant that produces injection molded parts and performs secondary operations such as special processes and the assembly of component parts. We now have t
Barton tool Inc. has designed and built molds, dies, fixtures, and special machinery for various industries for over 53 years! We have now expanded our facility to a 20,000 square foot plant that produces injection molded parts and performs secondary operations such as special processes and the assembly of component parts. We now have the ability to engineer, fabricate, run production and maintain tooling all under one roof. We have geared ourselves to serve the manufacturer who has a need for injection molded parts, a special process, or high volume assemblies, but does not wish to invest in a specialized field or technology. He also may not have the manufacturing capability due to lack of physical space or machine time in his/her own plant. We can do the tough jobs that others can not.
Our Mission Statement
Our Mission Statement
Our Mission Statement
To be the preferred supplier of small to mid-size regional manufacturers that require plastic injection molded parts, metal stamping, specialized assemblies, molds, dies, tooling, and machining services to support their operations.
This will be accomplished by providing the highest levels of service, expertise, precision, and overall quality for their contracted products and services.