1. Definitions a. Seller = GPP Solutions LLC
b. Buyer = Customer
c. F.O.B. = Freight on Board: this is the point of transfer of ownership from Seller to Buyer
d. Acceptance = Issuance of Purchase Order by Buyer to Seller
e. Special Products = Typically non-stock products, or products made especially for and specific to the Buyer's specifications. Not
normally returnable unless factory agrees in advance. Special products are susceptible to labor and material charges to the point
of manufacture by the manufacturer to the buyer and the terms are understood by the buyer in advance of the Purchase Order
acceptance. Order Cancellations & Special Products: Seller will honor Order Cancellations only a case-by-case basis as the
impact to Seller must be determined. Special Products items cannot be cancelled for Buyer's convenience.
2. Governing Terms and Conditions of Sales: These Terms and Conditions will govern all sales by the Seller to the Buyer, unless other
conditions have been mutually negotiated and agreed upon by Seller and Buyer. Buyer's conditions will not be binding on Seller unless
Seller and Buyer have reached an agreement on conditions.
3. Point of Transfer of Title (Ownership): Seller offers products to Buyer on an F.O.B.-Shipping Point basis (Macon, GA) for Domestic
shipments and CIF main port for International Shipments. Terms should be annotated on PO's. All freight claims will be responsibility of
the Buyer, but Seller will assist in claims process when Seller choses the carrier.
4. Freight Allowances & Freight Terms: Seller will provide products on a Freight Allowed basis for orders => $7,500.00 shipping at one time
to one location, and Seller will select the freight carrier. For Pre-Paid and Added shipments, Seller will select the carrier, and Seller will be
responsible for expediting. For Collect and 3rd Party Billing shipments, Buyer will select the carrier and Buyer assumes all expediting
responsibilities.
5. Quotation and Pricing Validity: Quotation, prices, & lead times are normally valid for 30 days from time of quotation. Stock subject to prior sales.
6. Order Acceptance = Purchase Order from Buyer to Seller. It is incumbent on Buyer prior to verify all items and associated specifications
as provided by the Seller's quotation prior to order confirmation. All orders should be confirmed, normally within 1-2 business days.
7. Payment Terms: normally 30 days NET from date of Seller's Invoice. Late payments will be assessed 1.5% per month, unless special
arrangements have been arranged with Seller's Management.
8. Minimum Order: A minimum of $250.00 is required and will be waived only under with prior approval of Seller's Management.
9. Standard Packaging: All orders must be in multiples of Seller's standard packaging and in multiples of Seller's standard palletizing. This
is to control product damage during shipping, and any deviation from standard packaging (standard palletizing) will be accessed a $35 per
re-pack charge. Seller and Buyer should note standard packing (standard palletizing) requirements at time of Seller's quotation.
10. Manufacturing Deviations: Seller makes every effort to provide quality products that meet the requirements as detailed in Seller's catalogs
and associated drawings. All manufactured products are subject to tolerances and variations, and Buyer should ascertain these limits if the
Seller's product is used in an assembly situation involving tight and demanding tolerances.
11. Warranty: Seller warrants products to be free of material and manufacturing defects for a period of one (1) year from date of Invoice,
provided products as used by Buyer will not be subject to abuse, misuse, misapplication, neglect, accident, or improper installation by
Buyer. This is a material only warranty and Seller will not reimburse Buyer, nor any associated parties, for any related costs to change-out
product for the Buyer or Buyer's customer, nor will any loss of associated revenue be considered by Seller to be reimbursable.
12. Returns: Product Returns will be considered by Seller for standard products only and will not honor returns for Special Products. Returned
products must be assigned an RMA# prior to return shipment, and Buyer will pay cost of return freight. Products must be returned in
original packaging to facilitate resale by Seller. Products will be inspected, and if found acceptable for resale, Seller will issue a Credit
Invoice to be used for a future order placement of any of Seller's products. The Credit Invoice (C.I.) will be calculated as follows: C.I. =
(Original Invoice Price) - (25% restocking & inspection fee) - (actual cost of original outbound freight, if paid by Seller).