APPLICABILITY

National Diamond Tool and Coating/Diamond Reserve Inc (Seller) Terms and Conditions (T&Cs) of Sale constitute the provisions which govern the sale, delivery, warranty, and payment of products and services. Seller reserves the right to make revisions. Buyers must accept the Seller’s T&Cs as stated herein. Any requests for modification must be submitted in writing and approved by the Seller’s authorized agent.

SALES ORDERS

Seller maintains the right to sell and deliver custom-made industrial cutting tools in compliance with applicable federal, state, and local laws and licensing regulations.

Seller will respond to request for quotes (RFQ) with a valid quote, which specifies the product number, quantity, description, price, billing and shipping information, shipping method, payment terms, and a quote number with good-through/expiration date.

All proprietary information provided by the Buyer, such as customer information, drawings, designs, or manufacturing data, shall be handled by the Seller with strict confidence, remain the property of the Buyer, and shall not be disclosed, shared, reproduced, or used for other purposes.

Buyer must confirm acceptance of Seller’s quote with a valid purchase order prior to the quote’s expiration.

Seller shall acknowledge acceptance of purchase orders (PO) with a sales order confirmation.

CANCELLATION

The Seller is a custom shop, which produces and sells made-to-order tools. Order cancellations in whole or in part will only be accepted via a Buyer’s written notice of cancellation within 24 hours of the date of the Seller’s sales order confirmation.

DELIVERY AND ACCEPTANCE OF GOODS

Seller’s shipment terms are FOB Destination Point – Freight Collect, i.e., Seller shall maintain ownership of goods until the shipment is delivered to its final destination. Buyer shall be responsible for shipping costs billed by the carrier.

Buyers must inspect goods upon receipt and notify Seller immediately of any product issues or rejections.

WARRANTY

The foregoing is the Seller’s sole warranty with respect to the product. Seller makes no other guarantees, warranties, or representations of any kind whatsoever, express, or implied. All warranties of merchantability or fitness for particular use are expressly disclaimed. Seller shall not be liable for any claims or damages whatsoever, whether to person or property, in any way connected with or arising out of the use of the product.

PAYMENT

Invoices are billed exclusive of taxes and shipping. Seller’s standard payment terms are Net 30 days, 1% Net 10, unless otherwise specified. Payment is due in full on or before the invoice due date.

A Buyer’s failure to meet payment terms, may result in the Seller suspending shipments until late payments are received.

RETURNS

Seller’s return policy is based on “Customer Satisfaction.” Seller is a custom shop and supplies made-to-order tools. Seller will always attempt to rectify issues. However, Seller does not issue refunds.  A credit will be issued if it is determined that an issue cannot be resolved between Buyer and Seller.

FORCE MAJEURE

Seller shall not be held responsible for shipment delays, which are beyond their control and include but are not limited to acts of God, lockouts due to labor disputes, civil disturbances, supply chain disruptions, floods, earthquakes, power outages, and severe weather which restrict the production, sale, and transportation of goods, etc. Seller shall notify Buyer of force majeure issues which threaten or delay delivery and provide order status updates.

INDEMINIFICATION

Seller and Buyer agree to indemnify and hold the other harmless against any and all liabilities, claims, lawsuits, or expenses, which are a direct result of the others performance, negligence, or misconduct.

Any legal disputes which arise will be adjudicated within the jurisdiction of the State of Ohio.