Terms and Conditions
Terms and Conditions
These Terms and Conditions ("Agreement") are entered into by and between Synergy Global Supply Chain Solutions, LLC, a Michigan corporation ("Manufacturer"), and the entity or individual placing an order for products ("Customer"). This Agreement governs the purchase and sale of parts manufactured by Manufacturer.
1. Orders and Acceptance
1.1 Customer may place orders for parts by submitting a written purchase order to Manufacturer. Each order shall be subject to acceptance by Manufacturer, and acceptance is expressly conditioned upon Customer's agreement to these Terms and Conditions.
1.2 Manufacturer reserves the right to accept or reject any order in its sole discretion. Upon acceptance, Manufacturer will provide an order confirmation to Customer.
2. Pricing and Payment
2.1 Prices for parts are as specified in the applicable order confirmation. All prices are exclusive of any taxes, fees, or other charges imposed by governmental authorities, and Customer shall be responsible for payment of all such amounts.
2.2 Payment terms are Net 30 days unless otherwise specified on the applicable order confirmation. Late payments may be subject to interest charges at the rate of 2% per month on the outstanding balance.
3. Delivery
3.1 Delivery dates are estimates and not guaranteed. Manufacturer shall use reasonable efforts to meet the estimated delivery dates, but shall not be liable for any delays.
3.2 Risk of loss and title to the parts shall pass to Customer upon delivery.
4. Warranty
4.1 Manufacturer warrants that the parts shall be free from defects in materials and workmanship for a period of 12 months from the date of delivery.
4.2 Customer's sole remedy for a breach of warranty is limited to the repair, replacement, or refund of the purchase price, at Manufacturer's option.
5. Intellectual Property
5.1 Manufacturer retains all intellectual property rights in and to the parts, including any designs, drawings, or specifications developed by Manufacturer.
5.2 Customer shall not physically modify the parts including changing the form, hardness, coating or other attributes of the parts. Any such modification will immediately void the Manufacturer’s warranty.
6. Limitation of Liability
6.1 Manufacturer shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with the use or performance of the parts.
6.2 Manufacturer's total liability for any claim arising under this Agreement shall not exceed the total amount paid by Customer for the parts giving rise to the claim.
7. Governing Law and Dispute Resolution
7.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan.
7.2 Any dispute arising out of or in connection with this Agreement shall be resolved through arbitration in accordance with the Commercial Arbitration rules of the American Arbitration Association. The seat of arbitration shall be Wayne County, Michigan, and the language of the arbitration shall be English.
8. Miscellaneous
8.1 This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements, whether oral or written, relating to the subject matter hereof.
8.2 No modification or waiver of any provision of this Agreement shall be effective unless in writing and signed by both parties. By placing an order, Customer acknowledges and agrees to be bound by these Terms and Conditions.