These Terms and Conditions – General Terms and Conditions for orders placed with Numo
Buyer - The party identified as the party ordering goods in our Order Acknowledgment
Order Acknowledgment – The confirmation form provided to you as acceptance of your order including these Terms and Conditions.
Order - The order evidenced by the Order Acknowledgment.
Goods - The goods and/or services to be purchased by Buyer under the Order.
Purchase Order - Any purchase order or other document or communication from Buyer in connection with the Order.
Written Agreement - Any separate written agreement between the Buyer and the Numo executed by both parties.
Unless a separate Written Agreement is in effect, the entire contract between Buyer and Numo is contained in the Order Acknowledgment, except such other terms as may be specifically incorporated in the Order Acknowledgment by reference. Verbal promises or conditions not included in the Order Acknowledgment will not be binding upon Buyer or Numo, and all prior negotiations between the parties are merged into the Order Acknowledgment. To the extent the terms of the Order Acknowledgement conflict with the terms of any valid separate Written Agreement, the terms of the Written Agreement govern.
Conditional. When Numo issues an Order Acknowledgment, it is conditional (i) upon Buyer’s agreement to any and all terms contained in the Order Acknowledgment that are additional to or different from any terms on any Purchase Order, and (ii) upon Buyer’s further agreement that the terms contained in the Order Acknowledgment constitute the only agreement to purchase the Goods between Numo and Buyer. Such agreement will be deemed given unless Buyer notifies Numo its objection to specific terms prior to Order being released to production. Issuing a Purchase Order with additional or different terms is not an objection to specific terms of the Order Acknowledgment.
No Acceptance. Numo’s performance under an Order Acknowledgment does not constitute an acceptance of provisions of any Purchase Order that are different from or additional to the terms of the associated Order Acknowledgment, and such different or additional provisions are hereby expressly rejected and are void.
All orders are subject to a 10% overrun or underrun and will be shipped and billed accordingly.
Please note on your purchase order if an exact quantity is required.
A $40 fee will be charged for orders requiring exact quantities.
CHARGES FOR LESS THAN MINIMUM QUANITIES
There is a $40 Net charge for Less Than Minimum (LTM) quantities.
The absolute minimum is ½ of the quantity of the first column.
You may not market our LTM total to your end customers.
SPECIFIC CHARGES AND OTHER ORDERING INFORMATION
The specific charges for set-ups, other services and additional important information about ordering from Numo can be found in our Ordering Information section of this website and are incorporated by reference to these Terms and Conditions.
REJECTION OF GOODS
To reject Goods for quality issues or to claim shortages, the Buyer must notify Numo in writing within five (5) business days after the Goods arrive at the destination specified in the Order Acknowledgment.
Please include appropriate support if there are quality issues. If notice is not received within five (5) business days after delivery, Buyer shall be deemed to have waived any right to reject such Goods or to claim shortages.
SHIPPING / FREIGHT CLAIMS
Shipping Terms are FOB Texas.
Numo does not offer C.O.D. shipments. Inside Delivery services must be requested in writing on the Purchase Order and will incur additional service charges.
Title of Goods passes to the Buyer when leaving Numo. All Goods should be inspected for shortage and/or freight damage and duly noted by the consignee on the delivery receipt if evident at the time of delivery. All claims must be filed with the carrier within 15 days of receipt of shipment. Numo will assist as much as possible in filing claims but will not be responsible for the payment of such claims.
FAILURE TO TAKE DELIVERY
Failure to take delivery of the Goods does not alleviate the obligations of Acceptance of an Order Acknowledgement.
Order cancellation requests must be received by Numo before proof approval/production has begun on the order. Cancellations must be in writing and acknowledged by Numo. Buyers will be charged a $37.50 (g) cancellation fee plus all charges associated with work already completed on the cancelled order…including but not limited to materials purchased specifically to complete the Order.
If Buyer is in default by failure to pay any previous invoice within credit terms at the expected date of shipment of the Goods or any part thereof, or if Numo has received any adverse credit information about Buyer, Numo may delay shipment and/or cancel the unshipped balance of the Goods without liability.
All sales are subject to credit approval.
Buyer agrees to pay a monthly late charge equal to the maximum legal interest rate for contracts or 1.5% per month - whichever is less - multiplied by any unpaid delinquent balance due to Numo until the delinquent balance has been paid in full.
CREDIT CARD CONVENIENCE FEE
Beginning April 1, 2023, a convenience fee of up to 3% will be charged for payments via credit/debit cards.
Numo shall be free from any liability for delay or failure in shipment arising from strikes, lockouts, labor troubles of any kind, accidents, perils of the sea, fire, earthquake, civil commotion, war or consequences of war, government acts, restrictions or requisitions, failure of manufacturers or suppliers to deliver, bankruptcy or insolvency of manufacturers or suppliers, suspension of shipping facilities, act or default of carrier or any other contingency of whatsoever nature beyond Numo’s control affecting production, transportation to boarding point, loading, forwarding or unloading at destination of the Goods, including disturbances existing on the date of the Order Acknowledgment. In such a situation, if shipment or delivery is not made during the period contracted for, Buyer shall accept delivery under the Order Acknowledgment when shipment is made; provided, however, Buyer shall not be obligated to accept delivery if shipment is not made within a reasonable time after the cessation of the aforementioned impediments or causes.
The rights and obligations of the parties under the Order Acknowledgment shall be governed by the laws of the State of Texas, U.S.A. in effect as of the date of the Order Acknowledgment. If any provision of the Order Acknowledgment is determined by any court or arbitrator to be unenforceable, the provision shall be redefined as close to the original intent as possible, and the balance of the Order Acknowledgment shall be binding upon the parties. Documents with electronic signatures and sent electronically shall be treated as a binding original.
LIMITATION OF LIABILITY
LIMITATION OF LIABILITY. NUMO’S LIABILITY SHALL BE LIMITED TO THE COST OF REPLACING DULY REJECTED GOODS TO THE POINT OF DELIVERY AS SPECIFIED IN THE ORDER ACKNOWLEDGMENT WITHIN A REASONABLE PERIOD OF TIME FOLLOWING PROPER AND TIMELY REJECTION BY BUYER. UNDER NO CIRCUMSTANCES SHALL NUMO BE LIABLE TO BUYER FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, OF ANY NATURE WHATSOEVER, ARISING FROM NONCONFORMITY OF GOODS OR DELAY IN SHIPMENT, OR ANY OTHER BREACH BY NUMO.