COMPANY POLICY

PRODUCT POLICY

All prices are subject to change unless otherwise noted on a quotation issued by Metalworks. Buyer will be invoiced at the prices in effect at the time of payment. All taxes, transportation costs, duties, and other charges are in addition to the quoted price. Orders for special or non-stock goods may require a deposit that may not be cancelled without prior written approval. A cancellation fee may also apply on cancelled orders. Stock items being returned must be unused, in resalable condition and, where applicable, in original packaging. Metalworks reserves the right to inspect all returned goods and issue final determination as to product condition. Custom products are non-returnable and non-refundable. Goods may not be available in every location and extra freight costs may apply if necessary. Contact our applicable location for availability and price information.

Shortage claims must be made within 24 hours of receipt of shipment. Notification of any invoice errors must be made within 30 days on the receipt of the statement of account.

PRODUCT NOTIFICATIONS

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NON-STOCK PRODUCTS

Re-stocking fee will be applied for special orders or non-stock items. The fees vary depending on vendor and/or product.

ACCEPTANCE OF ORDERS

All orders are subject to be accepted by Metalworks, where the acceptance of the order is contingent on adequate supply of product and, if applicable, credit approval of Buyer.

CANCELLATION

Once an order is completed, the Buyer may not cancel, change or modify an order without the written consent of Metalworks and payment by Buyer for all applicable cancellation and re-stocking fees. Special order items may not be cancelled, and no refunds will be applied.

PRICE

All prices are subject to change unless otherwise noted on Metalworks original quotation. Buyer will be invoiced at prices in effect at the time of payment. All taxes, transportation costs, duties and other charges are in addition to the quoted prices.

PAYMENT

Terms of invoice payment are net 30 days. Under the circumstance the Buyer fails to make a payment to Metalworks when the payment is due, the Buyer’s account with Metalworks will become immediately due and payable to all amounts will be subject to a service charge accumulating at a rate of 2% per month (19% per annum), accumulated daily. If Buyer defaults for non-payment, then in addition to any other solutions available to Metalworks, the Buyer agrees to pay and shall insure Metalworks of such interest with all of the costs, losses, charges, expenses and liabilities Metalworks related. The Buyer will also cover the cost of any collection efforts involved or the enforcement of any of its rights in connection with such default (including legal fees). Metalworks will grant a lien waiver only if the payment is received and not avoidable as a bankruptcy preference.

BACK ORDERS

Items that are not shipped are back-ordered for future shipment unless the Buyer cancels their order in accordance with the Terms and Conditions of Sale.

SET-OFF

The Buyer is not entitled to set-off any amounts due to Metalworks by any amount due by Metalworks to the Buyer in connection with any transaction governed be these Terms and Conditions of Sale.

BUILDER’S LIENS

The Buyer acknowledges and agrees that, in the event that the Buyer purchases goods from Metalworks and supplies or includes such materials in respect of an improvement pursuant to the applicable provincial construction or builder’s lien legislation, such goods will be declared to have been purchased pursuant to a prevenient arrangement and that one continuing contract is deemed to be in place.

DEFAULT

If the Buyer is in default of these Terms and Conditions of Sale, Metalworks may cancel any unexecuted portion of any order to which these Terms and Conditions of Sale apply and/or exercise any right or remedy which may be available by law. The Buyer will be in default under these Terms and Conditions of Sale if: (a) the Buyer fails to perform any covenant, term or condition contained herein or breaches any representation or warranty given by Buyer to Metalworks; (b) The Buyer fails to give a required notice to Metalworks; (c) the Buyer is insolvent or the Buyer fails to pay debts as they come or if the Buyer makes an assignment for the benefit of its creditors, or a receiver or receiver and manager is appointed for the Buyer or if any of the goods ordered pursuant to these Terms and Conditions of Sale, or if any petition is filed to adjudicate Buyer bankrupt.

GOVERNING LAW

These Terms and Conditions of Sale are governed by the laws of the province of Ontario and the federal laws of Canada applicable therein without regard to conflict of law provisions and the Buyer hereby irrevocably attorns to the jurisdiction of the courts of such province. All actions, regardless of form, arising out of or related to a transaction governed by these Terms and Conditions of Sale must be brought against Metalworks within the applicable statutory period, but in no event more than one (1) year after the date of the relevant invoice. The United Nations Convention on Contracts for the International Sales of Goods shall not apply to this transaction.

AVAILABILITY

Goods may not be available in all locations and extra freight costs may apply if necessary. Contact our applicable location for availability and price confirmation.

EXCLUSION OF WARRANTY AND LIMITATION OF LIABILITY

Metalworks warrants only its title to goods sold, supplied or delivered to Buyer. All other warranties are those of the relevant manufacturer. Metalworks assigns to Buyer any warranty provided by its suppliers and by the manufacturer. The Buyer waives any right to legal action against Metalworks for damage caused by the goods sold, supplied or delivered by Metalworks, which includes but is not limited to environmental damages. Any warranty is void if there has been misuse, accident, modifications, unsuitable physical or operating environment, improper maintenance, storage or installation. Buyer’s sole and exclusive remedy will be the repair, replacement or refund of the purchase price paid for the returned product during the relevant manufacturer’s warranty period. Metalworks disclaims all other expressed or implied warranties. Metalworks will not, in any circumstance, be liable for any special, indirect, incidental, liquidated or consequential damages suffered by the Buyer and in no event will Metalworks liability, if any, exceed the net sales price of the goods sold, supplied or delivered to the Buyer.

TERMS AND CONDITIONS SUPERSEDE ALL OTHERS

The terms and conditions herein, and on any Credit Application signed by the Buyer, shall govern this transaction and shall succeed any purchase submitted by the Buyer. The terms and conditions of any purchase order submitted by the Buyer is null and void and of no legal effect, other than with respect to the identity of and quantity of the goods being purchased. Terms and Conditions of Sale may be changed by Metalworks in its sole discretion.