Solco Healthcare U.S. - Terms & Conditions

These TERMS AND CONDITIONS shall govern all direct purchases of Solco Healthcare US, LLC (“Solco”) products (“Products”) by its customers (each a “Customer”). Should these TERMS AND CONDITIONS conflict with any written agreement between Solco and its Customer, the terms and conditions of such written agreement shall prevail and supersede these TERMS AND CONDITIONS.
 

PRICE

Solco may implement price changes and limit purchases at any time without advance notice. The price of all shipments shall be the price in effect on the day of shipment without regard to order date (i.e., backorders, partially filled orders and orders on hold shall be priced on date of shipment). Discounts provided may be subject to reporting obligations under state and federal law. Customer represents and warrants that it is aware of such reporting obligations and covenants that it will report discounts to the appropriate agencies and authorities in accordance with applicable federal and state laws.
 

TERMS

Payment terms are Net 30 days. Payments for Products are payable pursuant to the terms of each applicable invoice, calculated from the date of invoice. In no event will a discount be greater than as set forth on the invoice. All terms of sale are subject to acceptance or rejection by Solco, which may require payment in advance of shipment or may set or modify credit limits from time to time without advance notice. Statements contained on any purchase order not specifically approved in writing by Solco will not be binding on the parties.
 
ACCEPTANCE

Solco may accept or reject any order. The placement of an order by a customer shall be deemed acceptance of these TERMS AND CONDITIONS. Additional or inconsistent terms contained in any other form, including without limitation customer’s purchase order, or other form proffered by customer are rejected and will not become part of any sale unless set forth in writing and signed by Solco. Solco may accept or reject any order.

 
SHIPMENT
All shipments are checked and carefully packaged. Solco’s responsibility ceases after the goods are tendered to the shipper. No claim for shortages, damages or incorrect shipments will be accepted unless made within thirty days from shipment. All claims for shortages, damages or incorrect shipments must be reported to Solco customer service. Failure to make such notification will be deemed to be a waiver of all claims relating thereto. Shipping costs are paid on orders amounting to $250.00 net and over.
 

RETURNS

All returns will be subject to Solco’s Return Goods Policy in effect at the time of the proposed return. Solco may amend its Return Goods Policy from time to time without advance notice.

CONFIDENTIALITY

Solco’s pricing and any terms and conditions offered by Solco to its customer are Solco’s proprietary and confidential information.  Customer agrees to maintain such confidential information in confidence and not to disclose any such confidential information to any third party without the prior written consent of Solco.  This obligation of confidentiality shall survive the expiration or termination of this agreement for a period of five (5) years.

 

WARRANTY; DISCLAIMERS

All Products are manufactured in accordance with applicable current Good Manufacturing Practices and shall not be adulterated or misbranded within the meaning of the Food Drug and Cosmetic Act at the time of shipment.  ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTIBILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED.  IN NO EVENT SHALL SOLCO HEALTHCARE US, ITS PARENT COMPANY, ITS SUBSIDIARIES OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THE SALE OR SUPPLY OF PRODUCTS, IRRESPECTIVE OF WHETHER ATTRIBUTABLE TO BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILTY OR OTHERWISE.  IN NO EVENT SHALL SOLCO BE LIABLE FOR PUNITIVE OR EXEMPLARY DAMAGES.

 

FORCE MAJEURE

Solco shall not be liable for any failure to deliver, or any delay in delivery of Products when such failure or delay shall be caused (directly or indirectly) by: fire, flood, accident, explosion, equipment or machinery breakdown, sabotage, strike or any labor dispute, civil commotions, riots, invasions, wars, acts, restraints, requisitions, regulations of any governmental entity, facility shut down, shortage of labor, fuel, power or raw materials, inability to obtain materials or supplies, failures of normal sources of supply, or any act of God affecting the production and or delivery of a Product.  If by reason of such causes Solco’s supply of any Product shall be limited, Solco shall have the right to satisfy its internal needs and the needs of its customers in such manner as Solco shall determine in its sole discretion.  Solco shall not be liable in any way for loss or damage arising directly or indirectly through or in consequence of any such events or happenings.

 

GOVERNING LAW AND JURISDICTION

The laws of the State of California shall govern these Terms and Conditions, and all transactions arising hereunder. All disputes between Solco and Customer shall be brought in and shall be subject to the exclusive jurisdiction of the State and Federal Courts sitting in Orange County, California

 
Rev 05/09
 
 
 

 

 

© 2008 Legacy Pharmaceuticals International          
Site Map