Terms and Conditions
For purposes of these Terms and Conditions:
“Buyer” means, jointly and severally, in any event the purchaser of Goods and Services from the Seller and their agents and assigns.
“Contract” means the agreement between the Seller to sell and Buyer to buy Goods.
“Goods” means any item sold from the Seller to the Buyer.
“Services” means any services provided from the Seller to the Buyer.
“Seller” means Crescent Printing & Copying in its corporate capacity.
Orders. All initial orders are accepted on a C.O.D. basis until a credit account has been approved setting both a credit limit and payment terms.
Invoice and statement. Each order is printed on a computer form which also serves as an invoice for the sale. In addition to the invoice, a monthly statement is mailed to credit accounts with open balances. The invoice will state the balance owing as well as the payment due date.
Prices and Quotations. Prices quoted for all items shall be the price in force at the date of quotation of Seller. All prices are subject to change without notice. Buyer will be bound to the price Seller quotes on the invoice, unless there is prior written consent stating otherwise.
Date of Completion. The Date of Completion of any Goods or Services are not guaranteed. The Seller will use its commercially reasonable endeavors to keep to the quotes Date of Completion, but shall not be held liable for failure to do so.. If, in the case of delivery, the Seller at the request of the Buyer undertakes to dispatch the Goods to a specified destination, the risk will pass to the Buyer as soon as the Goods are handed over to the first carrier. If at any time before the delivery of Goods the financial standing of the Buyer appears to the Seller to have become impaired or unsatisfactory, the Seller may require cash payment or security to be provided by the Buyer prior to delivery, failing which the Seller may cancel the delivery without any liability on the part of the latter.
Authorization. The person signing the credit application on behalf of the Buyer attests that it is within his/her authority to open this business account and to request credit from Abdvali Inc. on behalf of the Buyer and further agrees to be personally liable for any indebtedness owing at any time to Seller in the event such Buyers should disavow such authority.
Collection Expenses, Interest and Advances. Should Buyer fail to pay any part of an invoice or any other sum to be paid by Buyer to Seller hereunder within 5 days of the date such payment comes due, Buyer shall pay Seller a pay a service charge on any invoice not paid when due. The service charge shall be at the rate of two (2) percent (2%) per month on the unpaid balance. A bad check fee of twenty five dollars ($25.00) will be charged for each returned check. Expenses of any collection agency, service or attorney employed by Seller to collect said payments.
Default. Any, but not only, of the following events or conditions shall constitute an event of default hereunder: (a) Buyer’s failure to pay any invoice payments or other sum due to the Seller or any affiliate of Seller within ten (10) days after the due date thereof; (b) Buyer’s failure to observe or perform any other term, covenant or condition of this Contract or any other agreement with Seller or any affiliate of Seller and such failure continues for twenty (20) days following written notice from Seller; (c) any representation, warranty or signature herein or made by Buyer or any Surety or Guarantor of Buyer’s obligations in any document delivered to Seller in connection with this contract shall be false or misleading; or (d) Buyer is in default of any other agreement with the Seller.
Remedies. Upon the occurrence of an event of default, Seller may, at its sole discretion, provide written notice to the Buyer of the default, declare any owing unpaid balance under the Contract immediately due and payable, and sue for and recover as liquidated damages and not as penalty the entire balance then accrued or accelerated under this Contract and/or pursue any other remedy at law or in equity. Any owing unpaid balance shall accrue at a default interest rate of fifteen percent (15%). Buyer agrees to pay Seller all costs and expenses, including court costs and attorney’s fees, incurred by Seller in exercising any of its rights or remedies.
Claims and Waiver. All Goods and Services are presumed to conform to the order placed by the Buyer. Buyer has twenty four (24) hours after date of completion to inspect the Goods and Services and make a claim for any non conforming Goods or Services, after which any claim of rejection is waived and the Goods are taken as accepted and Seller shall have no obligation to make any adjustment, credit or cash refund. If a claim is made against the Goods, Buyer must return the defective Goods to Seller and Seller will replace these Goods in a commercially reasonable time and manner.
Seller Obligation. Seller agrees to deliver the Goods to the Buyer upon receipt of an order. If the Seller is unable to reasonably obtain the Goods for any reason, they will be discharged of their duty to deliver the Goods.
Buyer Obligations. Buyer agrees to pay all invoices when due and not to exceed the established credit limit. Buyer further agrees to pay for all applicable sales, use and excise taxes on all taxable sales or service. Should Buyer dispute any portion of any invoice or statement, undisputed potions of the same and other invoices not in dispute, shall never-‐ the-‐ less be paid when due without offset. Sales which are to be billed to a third party will not be accepted by the Seller without the prior written authorization and instruction from said third party.
Non-‐Waiver; Severability Acknowledged by Buyer. No waiver by Seller of any breach or default shall constitute a waiver by Seller of any additional or subsequent breach or default nor shall it be a waiver of any of Seller’s rights. Any provision of this Contract which for any reason may be unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such unenforceability without invalidating the remaining provisions of this Contract. Any such unenforceability in any jurisdiction shall not render unenforceable such provisions in any other jurisdiction.
Jurisdiction and Venue. This Contract shall be binding and effective when accepted by an officer of Buyer, shall be deemed to have been made in Maryland and accept for local filing requirements, shall be governed by and construed in accordance with the laws of the state of Maryland. Buyer knowingly and voluntarily consents and submits to the jurisdiction of the Federal and State courts of Maryland for purposes of adjudicating the rights and liabilities of the parties pursuant to the Contract. Buyer also acknowledges that the proper jurisdiction in which to commence an action under this Agreement is the jurisdiction in which the Company operates their principal place of business. Buyer also knowingly and voluntarily waives the right to trial by jury in any matter or proceeding brought under this Contract.