The following Terms and Conditions apply to all orders placed with any of the AOTCO Metal Finishing companies for electroplating, coating, metal finishing, research, consulting, or any other related services. The Customer hereby assents to and shall be bound by each and every term and condition set forth herein, notwithstanding and irrespective of any terms and conditions in the Customer’s purchase order, invoice or other purchase documents (whenever issued) which may be different than or inconsistent with those stated herein. AOTCO Metal Finishing LLC. is referred to as “AOTCO” and the entity or person who is ordering the services or products is referred to as the “Customer”.
1. Warranty
AOTCO warrants that processing and finishing shall meet the Customer’s specifications supplied in writing with the order. When specification revision level is not called out by the Customer, the Customer will accept specification revision level on file at AOTCO. Such processing and finishing shall be free from defects in material or workmanship. If the Customer specifies methods and procedures to be followed, or the Customer provides parts that have been masked or previously plated before arriving to AOTCO, AOTCO will assume no responsibility for the correctness of such methods and procedures or the result when they are followed. AOTCO does not warrant that material furnished by Customer is suitable or fit for processing and finishing. No Terms or Conditions of any Purchase Order or similar document submitted by Customer will become part of any agreement with AOTCO unless accepted in writing.
2. Limitation of Warranty
AOTCO’s reimbursement and liability for any cause is limited to and shall not exceed the amount of the processing charges for the work done by AOTCO on any material. This includes but is not limited to scrappage and loss for any reason that results in shipped quantity discrepancies. The Customer agrees and understands that this limitation of liability is not an exculpatory clause. In no event shall AOTCO be liable for Customer’s or any other Person’s consequential or incidental damages resulting from AOTCO’s performance under any order, including but not limited to, any damages that result in any way from the Customer’s or any other Persons reliance or use of any products or materials worked on or provided under any order, even if AOTCO has been advised of the possibility of such damages.
If the Customer proposes a different or additional liability provision, the same must be agreed to in writing and signed by an officer of AOTCO before work is started or services are provided. In such event, the Customer understands that a different charge for services must be agreed on, reflecting the higher risk to AOTCO and that no work will be started until both AOTCO and the Customer have signed an agreement setting forth the new charges and terms of liability. Otherwise, the terms set forth herein are binding on the Customer.
It is agreed by the Customer and AOTCO that the inability to discover a defect within the stated notice of defect time frame, Section 4, will not void the limitation of liability contained in this agreement. It is the Customer's obligation to notify AOTCO if it does not agree to the limitation of liability contained herein and a failure on the part of the Customer to do so in writing before work starts will be deemed as acceptance of this limitation of liability.
3. Shortages in Weight or Count
No claim for shortage in weight or count will be allowed unless made in writing and submitted via certified mail within five (5) working days after receipt of material or merchandise by the Customer or the Customer’s consignee. A shrinkage of up to five percent (5%) during processing is allowed without charge or liability.
AOTCO does not perform an initial part count or high-level visual inspection until parts enter the production process. This policy minimizes excessive handling of parts to avoid potential damage. The Customer expressly assumes the responsibility for identifying any shortages or defects within the specified timeframe.
4. Defects; Right of Inspection.
Any material or merchandise found, upon AOTCO’s inspection, to be improperly processed by us will be reprocessed at no additional charge provided:
- that notice of defect is given in writing to AOTCO within five (5) working days from the date of receipt,
- that AOTCO is given the opportunity to inspect the material or merchandise prior to return,
- that materials or merchandise returned are in the same condition as when originally delivered by AOTCO.
Processing or assembly of any such rejections by the Customer or any other party shall constitute a waiver of any liability on AOTCO’s part.
6. Risk of Loss
AOTCO assumes no liability for any loss or damage to merchandise or material while in transit to or from AOTCO’s facilities, whether in trucks or vehicles owned by AOTCO, the Customer, or any third person acting in AOTCO’s or the Customer’s behalf. Merchandise or materials to be shipped by AOTCO shall be F.O.B. to AOTCO’s location. AOTCO assumes no liability for any loss of or damage to said merchandise or materials while the same are in our possession for any cause whatsoever, including, but not limited to theft, casualty, or act of God.
- Operations
In the event that results of metal finishing operations are unsatisfactory due to metal imperfections, changes in grade or composition of materials, manufacturing and/or fabrication imperfections, usages for which the plating or other finishing operation was not reasonably designed, and similar variables over which AOTCO has no control, the Customer will be required to pay the contracted amount for finishing operation(s) performed. AOTCO reserves the right, at AOTCO’s option, either to reject or make an extra charge for finishing any base metal below AOTCO’s agreed standard. AOTCO assumes no responsibility for defective plating or other finish on materials or merchandise previously plated or finished by others. Such defective merchandise will be returned to the Customer for refinishing or, at our option, stripped and refinished in our plant at the Customer’s expense.
- Materials Cost Adjustment
Prices are based upon current metal prices. Prices on parts may be adjusted from time to time by AOTCO to reflect changes in metal costs. The new prices will be effect on all parts plated after giving Customers fifteen (15) day’s written notice.
- Quotations
Quotations are open for acceptance sixty (60) days from issuance, with the exception of quotations for gold plating which are open for acceptance thirty (30) days from issuance. After the open period of 30 or 60 days expires, prices and terms are subject to change without notice, unless otherwise specified.
- Minimum Charge Policy
Any part, regardless of amount, which is processed by AOTCO is subject to a minimum lot charge. The price for finishing carries a per pound or piece value, and when the calculated cost is less than the minimum charge, the minimum charge will apply.
- Force Majeure
All quotations, orders, agreements, or modifications thereof, are contingent upon and subject to any and all occurrences beyond AOTCO’s control , including but not limited to strikes or boycotts (whether occurring at AOTCO’s factory, Customer’s plant or factory, the plant or factory of any supplier, either of the Customer or of AOTCO’s, or elsewhere), accidents, thefts, fires, war, shortage of materials, equipment, casualty, or acts of God. AOTCO shall not be liable for failure to perform any agreement for such causes. Should AOTCO notify the Customer of our inability to perform any agreement for such causes, Customer is required, at Customer’s own risk and responsibility and at own cost and expense, to pick up at our factory the raw, finished or unfinished materials which AOTCO has, belonging to the Customer.
- Special or Experimental Operations
For special prototype(s), first article(s), sample(s) or experimental processing, and finishing, AOTCO’s charges are not contingent upon the success of the work or the benefit derived therefrom by the Customer.
- Delivery, Storage and Transportation
During storage and transportation of the Customer’s material or merchandise; the Customer’s containers used for delivery to AOTCO shall be used for reshipment and any damage resulting from the use of such containers shall be at the Customer’s risk. Should the Customer desire other packaging or containers, AOTCO will charge for material and handling and will provide such service upon receipt of a written order.
In the event parts are damaged during shipment and the Customer fails to provide AOTCO written request for insurance, the Customer assumes responsibility for damage of parts above the carriers’ payment.
- Ownership
Special tools, racks and fixtures required for the performance of the work herein described which have been designed and /or built by AOTCO shall be and remain AOTCO property whether or not the Customer is charged with time and /or materials in connection therewith.
- Change of Ownership
AOTCO must be notified in writing, and by certified mail of any change in ownership, the name of the business structure under which credit is established.
- Cancellation of Order
In the event of the Customer’s cancellation of order, the Customer shall reimburse AOTCO for the work completed and work in progress and for tooling and engineering expenses incurred in connection with such order.
- Security
All Customer’s merchandise in our possession shall be subject to a general lien for all monies owing by the Customer to AOTCO, whether due or payable, and whether such monies are owing to AOTCO for work, labor, or services rendered, or materials or equipment used in connection with such merchandise.
- Payment and Finance Charge
All invoices are due per AOTCO’s NET 30 payment terms from the date of invoice and shall be considered delinquent if past agreed payment terms. C.O.D. restrictions may be placed on any delinquent account and thereafter subject to a FINANCE CHARGE computed by a single monthly periodic rate of 1 1⁄2% being ANNUAL PERCENTAGE RATE of 18%.
- Default
In the event of bankruptcy or insolvency proceedings involving the Customer, or in the event of the appointment of an assignee for the benefit of creditors or of a receiver, or if the Customer is insolvent or fails to perform any obligation arising from this order or the terms and conditions contained herein, including, but not limited to, default of payment, AOTCO may, without any liability whatsoever and without prejudice to any other rights or remedies which AOTCO may have at law or in equity, immediately terminate in whole or in part, further performance by AOTCO of its obligations arising from this order or the terms and conditions contained herein .
- Extension of Credit
If applicable, any Customer receiving an extension of credit authorizes its creditors, banks and financial institutions to release credit, banking and financial data to AOTCO. AOTCO shall have the right to obtain and review any financial documents of the Customer upon any request. Should it be necessary to assign the account balance on an extension of credit to a licensed collection agency or to an attorney for legal action, all subsequent collection charges and /or legal fees shall be paid by the Customer. AOTCO reserves the right to place any credit account with an overdue balance on “Shipment Hold”.
The provisions hereof constitute the entire agreement between the parties. Any changes, alterations, waivers, or modifications with respect either to the job performed or the terms of the sale, or any other matter set forth herein must be in writing and signed by a duly authorized representative of AOTCO. These Terms and Conditions shall apply to this and any future order or agreement for the processing of any materials or merchandise.
