Customers Right of ACCESS INFORMATION

Seller

American Precision Group (APG) is always committed to providing the highest quality product. 

Below are our supplier guidelines



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Supplier Terms & Conditions

The following Terms and Conditions shall govern all purchases issued by APG, its subsidiaries, agents, and/or assigns identified in the Purchase Order.


Acceptance/ Authorization: A Purchase Order, when properly signed by a duly authorized representative of the Buyer, is the only authorization, which will be recognized by APG for charges to its account. The Buyer's product codes shown on the Purchase Order shall be shown on all invoices, packing slips, and bills of lading and referenced on all correspondence regarding this Purchase Order. This offer expressly limits Seller's acceptance of the Terms and Conditions stated herein, without modification, addition, deletion or alteration, except as agreed by the parties in writing. In no event shall additional or different terms or conditions, whether stated orally or in writing in the Seller's quotation proposal, acknowledgment, confirmation, invoice or other form or writing be deemed a part of the agreement unless Buyer consents in writing. 


Acceptance: Buyer at its discretion, reserves the right to reject or return, at Seller's cost and risk, at any time, all or part of merchandise shipped against purchase order not in conformity with the Terms and Conditions of purchase order. 


Cancellation and Termination: In addition to other rights provided by law, Buyer shall have the right to cancel this Purchase Order in whole or part if merchandise is back ordered, there is a deviation, substitution or variation from the quantities, prices, terms or conditions specified in this Purchase Order unless authorized on the face of this Purchase Order or if merchandise received is not in accordance with all warranties, specifications, drawings or sample standards, or if there is a defect in workmanship in quality, packaging, labeling or inserts. Buyer may cancel, terminate or rescind all or part of this Purchase Order in the event Seller breaches or fails to perform any of its obligations in any material respect or in the event Seller becomes insolvent or proceedings are instituted by or against the Seller under any federal or state bankruptcy or insolvency laws or the Seller ceases operation. Time is of the essence of this Purchase Order and Seller's failure to meet delivery date shall constitute a material breach of this Purchase Order.


 Delays: If, prior to time for delivery of the Goods, Seller has reason to believe that it will be unable to meet the delivery schedule, Seller will immediately notify Buyer in writing, will indicate the cause of delay and will use its best efforts to cure the anticipated delay. Upon receipt of notice of the anticipated delay or upon occurrence of an actual delay in addition to, but not limiting of, circumstances out of the buyers control,

Buyer may:

a) direct expedited routing of Goods, with excess costs paid by Seller, or

b) find an alternate supplier to fulfill the obligations set forth under the agreed contract, including but not limiting to physical purchase orders, and the Seller will be held and accepts responsibility for any excess cost deemed reasonable and or necessary to complete the contract per the agreements set forth in the purchasing process by the buyer.   

c) cancel the Order and purchase substitute Goods elsewhere, with resulting excess costs and expenses paid by Seller, or

d)require Seller to pay Buyer an amount two percent (2%) of the then current price of the delayed Goods, per day of delay until the effective delivery of such delayed conforming Goods to Buyer, up to a maximum amount of fifty percent (50%) of Goods total price as liquidated damages.The aforementioned liquidated damages shall be calculated as of the date of expiration of a grace period of two(2) calendar days from the date specified by Buyer in the Order.  These liquidated damages shall 


Deduction and Setoffs: Any sums payable to the Seller shall be subject to all claims and defenses of Buyer whether arising from this or any other transaction or occurrence, and Buyer may set off or deduct against such sums all present and future indebtedness of Seller to Buyer. Buyer shall produce a copy of the deduction voucher(s) for debits taken by Buyer against Seller's account as a result of any returns and adjustments. Seller shall have deemed to have ACCEPTED EACH DEDUCTION UNLESS Seller, within 90 days following receipt of deduction voucher, notifies Buyer in writing as to why a deduction should not be made and has provided documentation of the reasons(s) given. Such notice should be directed to Accounts Payable Department, Company. Receipt of said reasons(s) shall not be construed to mean that Buyer has accepted Seller's position with respect to such deductions.. 


Storage and Delay: Any delay in product pickup or delivery including either raw material, partial material, scrap, rejects, chips, final product(s) or otherwise anything associated with the manufacturing process from request for quote to final shipment shall receive a storage fee of no less than our base $250 and will also include any additional reasonable cost of labor and square footage to store the delayed items. APG is not responsible for any damage due to delayed material.


Shipping/Packaging Instructions: A packing slip must accompany each individual shipment. Indicate on packaging slip: Purchase Order Number, Item description, quantity shipped, date shipped, number of package, number of total packages in the shipment. Pallets not to exceed 2200lbs. Pallets must be protected to insure safe delivery. 


Billing Instructions:  All invoices and correspondence must indicate: Purchase Order Number, Seller terms, complete item description, quantity shipped, price per line item, date shipped, and reference number for delivery (Packing slip, etc.) 


Acknowledgment of Disclosure: Seller hereby acknowledges that Company has disclosed to it Company's proprietary formulation comprising the Product as well as related information regarding its process for manufacture, and that such information is confidential and that Company is the sole and exclusive owner thereof (hereinafter the "Confidential and Proprietary Information"). 


Covenant Regarding Confidentiality: Seller agrees not to disclose to any third party and to maintain in strict confidence all of Company's Confidential and Proprietary Information which has been, and may hereafter be, disclosed to Buyer relating to the Product. 


Covenant Not to Reproduce: Seller agrees not to make any copies, photocopies or reproductions of any documents disclosing the Confidential and Proprietary Information, or any portion thereof which Company may provide to Seller in connection herewith; and furthermore, Seller shall promptly return any and all such documents to Company immediately upon Company's request. 


Inspection: Buyer acceptance of goods shall be subject to buyer’s final inspection within 60 days after receipt of goods.


Right of Access by the Purchaser: We, our customers and any regulatory authorities must be permitted access to all facilities involved in the order and all applicable records involved with the order.


Cancellation of Purchase Order: Buyer shall have the right hereunder to cancel all or part of the Purchase Order to which these terms and Conditions apply without penalty or cancellation fees.


Place Of Agreement: This Agreement shall be deemed to have been made and entered into in the State of California, County of Orange.  Any legal dispute necessary to enforce agreement shall be the exclusive jurisdiction of Orange County in the State of California.


Attorney Fees: In any dispute arising hereunder which is adjudicated in court, the prevailing party shall be entitled to recover from the other party its court costs, including reasonable attorneys' fees as determined by any court of competent jurisdiction.



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*American Precision Enterprises Incorporated which does business in the State of California as American Precision Group will be referred to as APG in this document. 

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