Supplier Terms & Conditions

Alto Precision, Inc. Supplier Purchase Order Terms and Conditions

Acceptance of Purchase Order
The supplier’s acceptance of this purchase order (PO) is contingent upon the supplier’s acknowledgment of the terms and conditions herein. Acceptance shall occur upon shipment or delivery of the goods.
Price and Payment Terms
Prices stated in the PO are fixed and cannot be altered without written consent. Payment will be made within 60 days of receipt of invoice unless otherwise specified.
To the extent any advance or progress payment made to supplier is used by supplier to acquire inventory, raw materials, equipment or other components or materials (collectively, the “Collateral”), or any such Collateral is purchased by Alto Precision, Inc. and delivered to supplier, to be used by supplier in fulfilling its obligations under this Purchase Order, supplier hereby grants to Alto Precision, Inc. a security in interest in all such Collateral. Supplier expressly authorizes Alto Precision, Inc. to file financing statements and take any other action of record in supplier’s name reasonably necessary to perfect or otherwise evidence the security interest.

Inspection and Acceptance
All goods delivered are subject to inspection and acceptance by Alto Precision, Inc. Any defective or non-conforming goods will be returned at the supplier’s expense.
Warranties
The supplier warrants that all goods supplied shall be free from defects in materials and workmanship and shall conform to the specifications outlined in the PO. This warranty shall last for the greater of one year from the date of delivery or the term of the manufacturer’s warranty period.
Time of essence
Alto Precision Inc.’s job schedules are based upon the agreement that materials will be delivered by the date specified on the face of this purchase order. Time is of the essence. The supplier must notify Alto Precision, Inc. of any potential delays in delivery. If for any reason Supplier fails to make delivery within the specified time, Alto Precision, Inc. may, at its option, approve a revised delivery schedule, require shipment via air or expedited routing (at Supplier’s expense), or terminate this purchase order without any liability

Indemnification
The supplier agrees to indemnify and hold harmless Alto Precision, Inc. from any claims, damages, or liabilities arising from the supplier’s performance under this PO, including any infringement of intellectual property rights.
Packing, marking and shipping
All products shall be properly packaged to prevent damage or deterioration and to obtain the lowest transportation rates. Alto Precision, Inc. will pay no charge for packing, shipping, drayage or storage or for preparation, crating, dunnage or other materials unless separately stated on this purchase order. Each packing slip, bill of lading, invoice, container, tag and correspondence shall bear the applicable purchase order number (or the release order number applicable to each shipment if this is a blanket purchase order) and the location of the facility to which products are to be shipped.

Compliance with Laws
The supplier agrees to comply with all applicable federal, state, and local laws and regulations in the performance of this PO.
Confidentiality
The supplier shall keep confidential all information disclosed by Alto Precision, Inc. related to this PO and shall not disclose such information to any third party without prior written consent.
Force Majeure
Neither party shall be liable for any failure to perform its obligations under this PO if such failure is due to circumstances beyond its reasonable control, including but not limited to acts of God, war, or governmental action. Supplier shall give written notice to Alto Precision, Inc. within three (3) business days after it becomes aware of any circumstance or event which may reasonably be anticipated to cause or constitute, or which constitutes an event of force majeure as described above. Such notice shall contain a detailed description of the delay and of the affected portion of work. Within seven (7) business days after such notice, supplier shall deliver a detailed written description of the work around plan, alternative sources, and any other means that supplier shall, at its own cost, use to prevent such further delay. If delivery of any products shall be delayed for a reason of force majeure for more than one (1) month beyond the last day of the month when delivery was scheduled, Alto Precision, Inc. may, upon written notice to supplier with respect to the undelivered products, terminate this purchase order without any liability.
Termination
Alto Precision, Inc. reserves the right to terminate this PO at any time for any reason, with written notice to the supplier. Upon termination, the supplier shall cease all work and shall be compensated for all goods delivered up to the date of termination. If supplier (a) refuses or fails to deliver the ordered products and/or services, or (b) fails to perform any other provisions of this purchase order and does not cure such failure within a period of ten (10) days after receipt of Alto Precision, Inc.’s notice, Alto Precision, Inc. may terminate this purchase order and the contract formed thereby in whole or in part without further obligation or liability.
Governing Law
This PO shall be governed by and construed in accordance with the laws of Michigan.
Entire Agreement
This document constitutes the entire agreement between the parties regarding the subject matter herein and supersedes all prior agreements, whether written or oral.
Amendments
Any modifications to this PO must be in writing and signed by both parties.
Assignment
The supplier may not assign or transfer any rights or obligations under this PO without the prior written consent of Alto Precision, Inc.

These terms and conditions are intended to establish a clear and mutually beneficial relationship between Alto Precision, Inc. and its suppliers.

Supplier Terms & Conditions

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