Terms and Conditions of Sale and Product Warranty

Purchase Contract

The Bunting® Magnetics Co. (Bunting) proposal and Pro-forma Invoice documents which accompany these Terms and Conditions of Sale constitute Bunting’s offer to sell goods and/or services. As is expressly stated in the Proposal and Pro-forma Invoice documents, these Terms and Conditions of Sale supersede and take precedence over any and all inconsistent or differing Terms and Conditions of Purchase provided by the Buyer. As used herein, the Buyer constitutes both the Company named as purchaser and each and every individual named as guarantor upon a separate and accompanying Guarantee Agreement, if any. The Buyer agrees that any inconsistency shall be resolved in accordance with the provisions of these Terms and Conditions.

Precedence

In all Bunting sale transactions, these Terms and Conditions of Sale will prevail over the Buyer’s Terms and Conditions of Purchase, if any.

Price

Prices quoted by Bunting in the Proposal and Pro-forma Invoice documents are valid for a period of ten (10) days from the date stated on those documents. Should the Buyer seek to accept a proposal after this validity period, Bunting reserves the right to issue a revised quotation within five (5) business days of receiving the Buyer’s attempted acceptance. Any such acceptance submitted beyond the ten (10) day validity period shall be deemed a counter-offer and not a binding contractual acceptance.

Quantity

The Buyer agrees to accept delivery, and to pay, at the price quoted for the actual quantity delivered by Bunting, including overruns and underruns, up to, but not exceeding ten percent (10%) of the quantity ordered of each item on large quantity orders.

Delivery

The date quoted by Bunting for shipment (delivery) is approximate and is not to be considered a guarantee of product availability on a specific date. However, Bunting strives to meet or beat quoted shipping dates.

Transportation

Bunting ships Best Way, Prepaid and Add for domestic shipments and Ex Works for international shipments. Any exception in shipping must be approved by Bunting at the time of the order.

Shipping: Prepaid and Add or Customer Pick Up

In the event that an order is ready for shipment but the customer indicates they are not prepared to receive it, Bunting will store the order and apply a storage fee of $150 USD per week for manufactured products. Similarly, if the customer arranges their own shipping and is unable to collect the order within one week after notification that an order is ready, the order will be placed in storage, incurring the same weekly storage fee. Stock products will be returned to inventory and made available for sale and not held.

Taxes

If the subject sale is subject to any excise, sales, occupation, or use taxes imposed by any governmental agency, such taxes shall be in addition to the quoted prices and are the sole responsibility of the Buyer.

Tariff

The price of goods is set based on the material's Harmonized Tariff Code rate. The additional reciprocal tariff rate will be calculated based on the rate in effect on the date of export. Payment for the calculated additional tariff must be made in full prior to scheduled shipment date.

Order Acceptance

Bunting requires that acceptance by the Buyer be in the form of a written purchase order returned by the Buyer. Pricing and payment terms placed by the Buyer upon such Purchase Order shall refer to and be consistent with the corresponding Bunting quote. Freight collect orders must include a freight collect account number. Buyer’s Purchase Orders must reflect the correct information before Bunting’s shipment can be made.

Acknowledgement of Purchase Order

Upon the Buyer’s acceptance of a Bunting sales offer by means of a returned Buyer’s Purchase Order, Bunting will mail to the Buyer a written acknowledgement of the Buyer’s acceptance of the purchase offer.

Payment

Bunting’s payment terms are Net 30 Days based solely upon the date of Bunting’s payment invoice. Any order over $40,000 will require a down payment of 40%, and 60% due Net 30, with approved credit. Payment term exceptions shall be recognized only upon authorization in writing by Bunting. Bunting reserves the right to require different or stricter payment terms via written notification upon its sales proposal or quote. Buyer’s acceptance by means of a returned Purchase Order constitutes a grant unto Bunting of a purchase money security interest in all listed purchased products, the security interest being in the amount of all monies due or to become due from the Buyer under any and all debt obligations owed by the Buyer. From and after said 30th day, interest shall accrue upon all unpaid balance at the rate of 15% per annum. In the event that legal proceedings are required for the enforcement of payment, the Buyer shall additionally pay and be liable to pay all costs of litigation, including reasonable attorney’s fees.

Consignment/Product Trial

In the event the Buyer requests a trial application of a standard Bunting product in order to assess the product’s performance, the following shall apply: a) A designated Bunting manager must approve the product trial in writing prior to the product delivery; b) the Buyer must issue a Purchase Order to Bunting for the sale price of the product and must sign a Bunting’s consignment document; c) the Buyer must pay freight both ways (receive and return); and d) the consigned product(s) must be returned in ‘new’ condition within the required consignment period, or charges will be invoiced to return the product to new condition, or to compensate for the wear and tear or damage.

Non-Conforming Goods/Services

Bunting endeavors to provide high quality goods and services in conformity with the specifics of the Buyer’s Purchase Order. In the event the Buyer claims that the goods or services supplied are not as ordered, the Buyer must notify Bunting within ten (10) business days of the receipt of the shipment or performance of the service. Where a claim is made by the Buyer that a product or materials do not conform to specifications, Bunting reserves the right to re-inspect the product or materials at the Buyer’s plant before acting on the claim. In the event the Buyer’s claim is sustained, Bunting may at its option, repair or replace the product or materials, or credit the Buyer on a pro-rata basis for any portion of materials rejected. Bunting shall not be liable at any time for any expenses or costs incurred, including incidental and/or consequential damages, incurred by the Buyer in the use of the rejected or defective materials or services. The Buyer understands and agrees that Bunting’s liability for any and all consequential damages related to or arising out of Bunting’s provision of goods and/or services shall be limited to the amount of purchase price paid.

Returns

Stock items returned for credit will be subject to a 30% restocking charge. Standard catalog items returned for credit will be subject to a 50% restocking charge. Custom manufactured items are not subject to return.

Cancellations

Cancellations of existing orders by the Buyer, or extensions of delivery dates, are subject to fees based on Bunting’s invested Engineering Expense incurred and Non-Returnable special ordered parts. The specific costs and conditions of which shall be set forth in writing via an email to the Buyer.

Buyer’s Warranty Related to Custom Manufactured Goods

In the event that Bunting manufactures a product for the Buyer in accordance with custom design specifications provided by the buyer, no manufacturer’s or seller’s warranty against patent infringement shall be given by Bunting to the Buyer in relation to the subject matter of the custom design specifications, and instead, the Buyer agrees that a warranty and indemnity obligation shall be extended by the Buyer to Bunting regarding such matter. In particular, the Buyer warrants and represents that the Buyer has sufficient right under U.S. patent law (or trade secret law as applicable) to manufacture, sell, and to cause others to manufacture and sell the custom product within the U.S., and the Buyer obliges itself to indemnify Bunting and hold it harmless from any and all damages from, and costs of, defense of colorably asserted claims.

Tolerances

All dimensions must be limited by a specified tolerance. When not specified by the Buyer and accepted by Bunting, it is understood that factory commercial tolerances will apply to all products produced by Bunting.

Buyer Supplied Materials

Bunting is not responsible for the Buyer’s drawings, samples, models or tooling supplied for the purpose of this quotation, provided that upon Buyer’s request for return within 30 days after quote, Bunting will attempt to effectuate the return.

Use of Bunting Proprietary Data

At no time and in no way are Bunting-supplied documents, descriptions, equipment or component prints, or price quotes to be used by the Buyer in any way detrimental to Bunting’s interests. Specifically, Bunting-supplied documents or files (proprietary prints, pricing, etc.) are not to be incorporated into the Buyer’s quote solicitation process and/or be included in the Buyer’s discussions with Bunting competitors.

Regulatory Compliance

Bunting makes no warranty or representation that the equipment it furnishes in response to a Buyer Purchase Order complies with any specific OSHA regulation, or with any local or state standard of a similar nature. Compliance with such standards or regulations shall be the sole responsibility of the Buyer, and Buyer’s obligation of payment of purchase price shall in no way be affected by regulatory compliance issues.

Force Majeure

We assume no responsibility or liability for any loss or damage occurring by reason of any delay, or Bunting’s inability to deliver, which is caused by: fire, strikes, accidents, embargoes, material shortages, common carrier delays, insurrection, riot, acts of civil and military authorities or acts of God or from any other cause which is unavoidable or beyond our reasonable control. If delays from such causes should occur, our delivery time shall be correspondingly extended.

Governing Law/Submission to Jurisdiction

Any contract arising out of the making and acceptance of a Bunting offer or quote shall be deemed to have been made in the State of Kansas, and shall be construed according to the laws of the State of Kansas. The Buyer stipulates that any resultant agreement is substantially performable by the parties and that jurisdiction exists solely within the state of Kansas.

Entire Agreement

The Buyer’s purchase order, upon acknowledgment by Bunting, Bunting’s Terms and Conditions of Sale, and the Bunting Product Warranty represent the entire agreement between Bunting and the Buyer.

Bunting’s Lifetime Magnet Guarantee

The magnetic properties of all magnets installed by Bunting® Magnetics Co. (Bunting) as component of a Bunting product, or sold by Bunting as a separate product, are guaranteed to the original purchaser for the life of the product. There should be no substantial loss of magnetism as long as the product or the magnets are used in a proper manner and for designed and intended purposes. Loss of magnetic strength due to abuse such as overheating, physical shock, electrical charge, or exposure to moisture or corrosion is exempted from the lifetime guarantee. Determination of occurrence of such abuse as a cause of any magnetic strength loss shall be within the sole discretion of Bunting.

Bunting’s One Year Limited Warranty

We want our products to exceed your expectations. To support this objective, Bunting warrants its manufactured products and equipment to be free of defects in material and workmanship, and to conform with originally quoted specifications, and specifications for fit of printing cylinders and bases to customer-owned printing equipment, for ONE YEAR from the date of shipment to you. Particular terms of the ONE YEAR warranty are:

1. a)
   Bunting will make corrections or remediation in response to the purchaser’s claims under the terms of this warranty by replacing any defective parts or, at Bunting’s option, by making repairs or adjustments to any defective parts when the Purchaser does each of the following:

   • The Purchaser provides written notice to Bunting of the claimed defect, the notice specifying the product’s serial number (when applicable) and date of purchase. The notice must be received by Bunting within one year of product receipt.
   • The Purchaser returns the part(s) or equipment which are the subject of the claim to the appropriate Bunting location (Newton, Kansas or Elk Grove Village, Illinois) prepaid, for inspection and verification of defect.
   • The Purchaser accepts shipment of any replacement part(s) from the location designated by Bunting, either Origin Newton, Kansas or Origin Elk Grove Village, Illinois.
2. b)
   The one year warranty is limited to the replacement of defective parts. Bunting reserves the option to provide replacement parts, whether mechanical, electrical, or electronic, that are new, or remanufactured parts tested to be equivalent to new parts in fit and function. Replacement of a part under warranty does not extend the original warranty term. The Purchaser is responsible for any incidental expenses related to installation and/or adjustment of replacement parts unless otherwise agreed to in writing by Bunting.
3. c)
   The Bunting one year warranty does not apply to products or parts damaged or made inoperable due to abuse, improper maintenance or repairs, misapplication, incorrect adjustments, exposure to corrosive or abrasive materials, or any modification or alteration affecting the operation of the unit which is not authorized in writing by Bunting. Determination of such causes of abuse or damage shall be within the sole discretion of Bunting.
4. d)
   Bunting will not be liable beyond purchase price for any incidental or consequential damages caused by any defect in its products. Under no circumstances will Bunting’s liability exceed the purchase price of the product(s) furnished.
5. e)
   Components not manufactured by Bunting, including items such as motors, reducers, and bearings, will only be covered by other manufacturers’ warranties, if any. These parts will be initially billed to the customer. When the OEM provides warranty coverage, then Bunting will credit the charges back to the customer.
6. f)
   Wear items such as conveyor belts and flexible dies are not covered by the Bunting one year warranty.
7. g)
   The Bunting one year warranty, in combination with the lifetime warranty on magnetic properties, are in lieu of all other warranties, expressed or implied, including warranties of merchantability and fitness for a particular purpose.
8. h)
   Extended warranties for specific products may be available at additional cost. Please inquire. This one year limited warranty shall not be modified except upon issuance in writing of such extended warranty.
9. i)
   The Bunting one year limited warranty extends only to the original Purchaser and is non-transferable.
10. j)
    BUNTING MAKES NO OTHER WARRANTIES EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO PRODUCTS PURCHASED BY THE PURCHASER.