Notice
These terms and conditions govern the purchase of goods (“Products”) from NCP Coatings LLC or its subsidiaries and affiliates (“NCP Coatings” or “Seller”) and apply to all purchases by any buyer (“Buyer”) with notice of these terms, including via NCP Coatings’ website (“Website”). No additional or different terms, modifications, or exclusions proposed by Buyer (whether via purchase order (“P.O.”), acceptance, confirmation, communication, or otherwise, collectively referred to as “Reply”) shall be binding on NCP Coatings unless expressly agreed to in writing by an authorized officer of NCP Coatings. The contract between NCP Coatings and Buyer, including these terms, constitutes the “Agreement.” Terms such as “include” (and its derivatives) are used without limitation; “person” includes any entity or individual.
Acceptance of Terms
NCP Coatings reserves the right to accept or reject any and all orders, regardless of the manner in which the order is made. These Standard Terms and Conditions (“TAC”) may be updated at any time without prior notice.
Place of Sale
All agreements for the sale of Products are deemed accepted by NCP Coatings in Niles, Berrien County, Michigan, and are subject to the laws of the State of Michigan, the United States, and other applicable foreign laws. Changes to orders are valid only if agreed to in writing by NCP Coatings. Buyer’s terms or conditions proposed in any form will not materially alter these terms.
Restrictions on the Sale of Specific Products
The sale of certain Products may be restricted under United States export laws or other regulations. NCP Coatings will process orders for international destinations in compliance with applicable trade laws. Products that are controlled under the US International Traffic in Arms Regulations (ITAR) are subject to US government regulations and authorized for export only to the country of ultimate destination for use by the identified ultimate consignee or end-user(s). These products may not be resold, transferred, re-exported, or otherwise disposed of to any other country or person, either in their original form or after being incorporated into other items, without prior approval from the US government or as otherwise authorized by US law and regulations. Buyer represents and warrants compliance with all local, state, federal, and international laws regarding the purchase, possession, and use of such Products. NCP Coatings reserves the right to verify the Buyer’s compliance with these laws and may restrict or reject orders at its sole discretion.
Nonstock/Custom Production
NCP Coatings LLC will manufacture nonstock/custom batches of Products if the following conditions are met:
- Nonstock/custom batches are defined as customer-specific production.
- The size of the batch must meet the formula minimum specifications.
- The customer is required to purchase the entire batch with a yield of +/- 10%.
- If the buyer has placed a PO for a non-stock/MTO item, that order is not allowed to be canceled unless approval from NCP prior.
Privacy and Protection of Personal Information
Refer to NCP Coatings’ Privacy Policy for disclosures regarding the collection and use of personal information.
Links to Third-Party Websites
The Website may include links to third-party websites for convenience. NCP Coatings neither endorses nor controls these websites and is not liable for any damages or losses arising from their use.
Pricing
Prices are subject to change without notice. Buyer agrees to pay any applicable service fees, surcharges, or other charges that arise from raw material or component cost increases. Pricing adjustments may occur before delivery, and Buyer’s recourse for such changes does not include cancellation of orders. In case of pricing errors, NCP Coatings reserves the right to correct or cancel the order.
Shipping
Shipping terms are F.O.B. NCP Coatings’ facility or other designated shipping point. Buyer is responsible for all shipping costs, including additional charges for special delivery requirements. Certain customers may have designated shipping agreements, including free freight minimums, as specified in their commercial or distributor agreements. International shipments are subject to the Buyer’s compliance with export and import laws, including the payment of duties, tariffs, and fees. We require customers to use the designated NCP freight forwarder for international shipments unless there is a prior written agreement and approval with the buyer.
Freight Damages & Shortages
DO NOT SIGN THE DELIVERY RECEIPT WITHOUT INSPECTING AND VERIFYING THE CONTENTS OF ORDER. Please inspect the shipment thoroughly before signing and ensure that the products received are in good order/not damaged when receiving your NCP products. If damaged, please note any visible damage on the carrier’s bill of lading when signing for the shipment. Take pictures of the damaged shipment if possible. Signing delivery receipt waives purchasers’ right to a claim. If items are missing, contact NCP Coatings LLC within three (3) days of receipt. NCP Coatings LLC is not responsible for items lost or damaged by the shipping company.
Limited Warranty
NCP Coatings warrants that Products will conform to internal or published specifications at the time of delivery. Products designated as “seconds” or sold at a discount are sold “AS IS” without any warranty.
Warranty Disclaimer
EXCEPT AS EXPRESSLY PROVIDED HEREIN, NCP COATINGS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
Remedy
Buyer’s sole and exclusive remedy is the repair or replacement of defective Products. NCP Coatings’ liability is limited to the purchase price of the Products.
Limitations on Actions and Liability
The statute of limitations for claims arising under the Agreement is one (1) year from the date the claim accrues. NCP Coatings shall not be liable for any incidental, consequential, or special damages, including lost profits, even if advised of such possibilities.
Force Majeure
NCP Coatings is not liable for delays or failures resulting from events beyond its control, including acts of God, natural disasters, pandemics, governmental actions, or supply chain disruptions.
Inspection and Acceptance
Buyer must inspect shipments upon receipt and report damage within 48 hours. Acceptance of Products is deemed final after five (5) days unless otherwise agreed. Returns require a Return Merchandise Authorization (RMA) from NCP Coatings.
Relabeling
Relabeling is prohibited for any of our Products. Additionally, resale on the internet is strictly prohibited without prior written approval from NCP Coatings.
Return Policy
- Products are custom-made with limited shelf life; therefore, NO products may be returned without approval.
- Return requests for non-conforming products may require testing on retains of the batch, pictures of the complaint, or other investigative information prior to approval.
- Return requests without cause must be within 50% of the usable shelf life and may be subject to a 25-50% restocking fee if approved.
- RMAs will be voided and canceled if the specified product is not returned to NCP Coatings within 30 days of assignment.
Buyer’s Obligations
Buyer agrees to indemnify and defend NCP Coatings against any claims related to the use, storage, or sale of the Products, except where claims arise from NCP Coatings’ intentional or reckless conduct.
Choice of Law and Forum
All disputes shall be resolved through arbitration first, before any legal proceedings. If arbitration does not resolve the dispute, it shall be resolved in the state or federal courts of Michigan, under Michigan law. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Special Terms for Certain Products
Additional terms may apply to certain Products. Buyer assumes all responsibility for compliance with laws and for any risks associated with these Products.
Terms and Conditions Subject to Change
These terms are subject to change at any time. Updates will be posted on the Website.