TERMS & CONDITIONS
Bailey International, LLC, Bailey Manufacturing, LP, Maxim Hydraulics Private Limited, and their respective parent companies, subsidiaries, and affiliates (collectively, “Bailey,” “we,” “us,” or “our”) have created these Terms and Conditions (“Terms”) governing our provision of products and services. Our Privacy Policy and Terms of Use of Online Services are available here, and are incorporated into these Terms by reference, as if fully restated herein. BY ORDERING ANY PRODUCTS (DEFINED BELOW) FROM BAILEY, CUSTOMER (DEFINED BELOW) AGREES TO THESE TERMS, WHICH, ALONG WITH ANY AND ALL PURCHASE ORDER(S) (DEFINED BELOW) AND ANY AND ALL PRODUCT SPECIFICATIONS (DEFINED BELOW) PROVIDED OR SIGNED BY CUSTOMER AND ACCEPTED BY BAILEY COLLECTIVELY FORM A LEGALLY BINDING AND ENFORCEABLE AGREEMENT BY AND BETWEEN BAILEY AND CUSTOMER. Definitions “Purchase Order” shall mean any and all documents titled “Purchase Order” and any other affirmation of order request, including, signed drawings, web orders, fax orders, email orders, letters, and telephone confirmations. “Customer” shall mean the named customer on any Purchase Order or master supply agreement for any Product, and shall include individuals, along with any company or other person that such individual represents. By placing an order for Products with Bailey, Customer represents and warrants that Customer has the authority to enter into a legally binding agreement on behalf of any entity or other individual that Customer represents. “Products” or a “Product” shall refer to all hydraulic components manufactured or distributed by Bailey and all other goods purchased by Bailey for resale, and all services provided by Bailey in connection with any Products. “Product Specifications” shall mean all descriptions, documents, images, drawings, manuals, instructions, and warnings that in any manner describe or specify the design, function, appearance, materials, purpose, operation, maintenance, disposal, disassembly, or demolition of any Product provided by Bailey. No Variation of Terms Bailey’s provision of Products to Customer is subject to and governed by these Terms. Any variation thereof and any additional or different terms or conditions on any document submitted by Customer are hereby expressly rejected. All orders are subject to acceptance by Bailey and all accepted orders are governed by these Terms. Any representation, course of dealing, or promise or condition or usage of trade not incorporated herein shall not be binding on Bailey. In the event of a conflict between the Terms and any Purchase Order, these Terms shall control. Product Pricing All Products will be invoiced in accordance with Bailey’s current price schedule in effect at the time of order. C.O.D. charges may be added to the price in Bailey’s sole discretion. Prices are exclusive of taxes. All sales, use, excise, property, occupational, and other applicable taxes shall be charged to Customer and remitted by Customer to Bailey. If Customer claims exemption from any tax, Customer shall provide written evidence of exemption and indemnify and hold Bailey harmless with respect to any such tax, interest and penalties thereon. Products may be further subject to import taxes, customs tariffs, and/or fees levied by government regulations and we have no control over these charges. These charges are the Customer’s responsibility and will be additional charges unless otherwise stated. All prices are subject to change without notice. Bailey reserves the right to correct any website or catalog printing errors. Mixing of Product quantities to obtain volume discounts is permitted only on certain Products and shall be at Bailey’s sole discretion. Bailey reserves the right to charge a non-refundable deposit for custom manufactured Products and/or quick ship Products. These deposits are to be paid prior to Bailey commencing production. If Customer attempts to cancel or terminates an order for a custom manufactured Product, Bailey shall retain the deposit as liquidated damages and not a penalty, in addition to any other claims that it may have for damages for any cancellation or termination. Payment Unless otherwise agreed by Bailey in writing at the time an order is placed, payment for all Products is due prior to shipment. Any credit terms are subject to prior written approval of Bailey’s credit department. Payments shall be due and payable in U.S. Dollars to:
Bailey International, LLC Accounting Department 2527 Westcott Blvd., Knoxville, TN 37931 USA.
Shipments, deliveries, and performance of work shall at all times be subject to the approval of Bailey’s credit department. Bailey may withhold or delay manufacture and/or shipment of subsequent Products, or cancel or terminate outstanding orders as a result of late payments by Customer. Customer shall reimburse Bailey for all damages incurred by Bailey by reason of such delay, cancellation, or termination. Invoices that are not paid in accordance with their terms shall incur a finance charge of the lesser of one percent (1%) or the maximum lawful rate of Customer’s total unpaid balance per month. Shipment All Products will be delivered F.O.B. point of shipment from Bailey. Bailey will determine the method of shipment and routing, unless a prior written agreement between Bailey and Customer is in place. All shipping and delivery dates provided by Bailey are approximate. Bailey shall not be responsible for any delays in delivery of any Product for any reason or for any cost associated therewith. Bailey shall not be responsible for handling or other transportation or accessorial charges.
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