General Foundries, Inc. (“Supplier”) and purchasers of merchandise from Supplier (“Customer”) irrevocably agree that the following terms and conditions will apply to and govern all transactions between Supplier and Customer.  Customer acknowledges that these terms and conditions are specified on Supplier’s website, are clearly designated as Supplier’s terms and conditions for orders received and processed by Supplier, and that Customer has read, understands and agreed to these terms as conditions to the transaction of business with Supplier.

Payment Terms, Interest on Delinquent Accounts and Collection Expense Provisions.  Payment in full is required upon all of Supplier’s invoices net thirty (30) days from the date of invoice issuance or as agreed to terms stated on the invoice.  Interest, service and handling charges will accrue and be charged to Customer upon amounts which remain unpaid beyond stated terms in collective amount equal to one and one half (1 1/2%) percent monthly (18% yearly).  In the event that legal or collection action(s) are initiated by Supplier to collect delinquent sums owed by Customer to Supplier, Customer shall be responsible for, and agrees to pay, Supplier’s reasonable attorney’s fees and other collection costs, including court fees and related expenses.

Supplier’s Retention of Title to Merchandise Until Full Payment; Consent and Remedies.  Notwithstanding any contrary provision(s) or language contained in Customer’s orders, any custom or course of dealing which Customer may have with any other supplier(s), and any (non-mandatory) law(s) providing otherwise (including, without limitation, general provisions of the Uniform Commercial Code Section as enacted in New Jersey, title and ownership of all merchandise delivered to Customer by Supplier will remain vested in Supplier until payment in full for such merchandise has been received by Supplier.  Customer irrevocably consents to Supplier’s utilization of all lawful remedies available to Supplier to obtain return of any merchandise owned by Supplier in Customer’s possession, should Supplier so elect, concerning which full payment has not been timely received by Supplier. 

Returns and Exchanges, Supplier’s Authorization.  No merchandise delivered by Supplier at Customer’s request shall be returned to Supplier without Supplier’s express written authorization.  If authorization for any return(s) or exchange(s) of merchandise is given by Supplier, all shipping charges relating to any returns or exchanges shall be pre-paid by Customer.  Supplier reserves the right to charge Customer a re-stocking fee of up to 20% of Supplier’s sales price upon any returned or exchanged merchandise. Custom, special or job specific orders shall be irrevocable and not returnable.

Governing Law and Venue. Parties agree that the transactions between Supplier and Customer shall be irrevocably deemed to have taken place in the State of New Jersey. All transactions entered into between Supplier and Customer shall be governed by the law of the State of New Jersey (including, but not limited to, the Uniform Commercial Code as enacted in New Jersey). Customer irrevocably submits to and consents to exclusive jurisdiction of all disputes between them by any federal or state court sitting in the State of New Jersey, and conclusively waives any objection to either the governing law or jurisdictions specified above, including any claim that the chosen law and forum(s) for the adjudication of disputes is inconvenient or would result in any undue hardship to Customer

Binding Effect.  This Agreement and all transactions entered into between Supplier and Customer shall be binding upon all of Customer’s successors, assigns, trustees or heirs (as applicable). 

No Oral Modifications or Alterations.  The foregoing terms and conditions may not be changed, modified or altered in any way except by a written agreement between the parties executed by the Supplier and delivered to Customer.