Terms & Conditions
Liability Limitations and Warranty
The seller identified on the face of this invoice (“Cargill”) makes the following statement in lieu of all other warranties, express or implied, oral or written: Cargill warrants only that it has good title to the products covered hereby and the said products conform to manufacturer's published specifications for same in effect on the date of sale. Cargill makes no other warranty of any kind whatsoever express or implied; and all other warranties, including without limitation, the implied warranties of merchantability, fitness for a particular purpose and non-infringement of third party intellectual property rights are hereby disclaimed by Cargill and excluded from this Agreement.
Cargill’s total liability in the event of its breach of the foregoing warranty shall be limited to, at Cargill’s option, either: (1) replacement, within a reasonable period of time, of the nonconforming product at no additional charge to the purchaser of the product (“Customer”); or (2) refund of the purchase price paid by Customer for the non-conforming products. Cargill shall in no event be liable to Customer for special or consequential damages, nor shall Cargill be liable for claims by third parties.
Customer must make any claim for nonconforming Product, breach of warranty, or any claim of any nature whatsoever with respect to the products sold hereunder, in writing within thirty (30) days after Customer’s receipt of the products, and Customer irrevocably waives and releases all claims which are not properly made within said period. All nonconforming Product must be returned to Cargill, at Cargill’s expense, or, at Cargill’s direction, disposed of by Customer in a manner mutually acceptable to Customer and Cargill with all costs of such disposition to be paid by Cargill. No statement or representation unless contained herein, regardless of by whom made, shall have any force or effect unless made in writing and duly signed by Cargill.
Before using or selling any products, services or equipment, either alone or in combination with other products, services and equipment, the Customer should determine their suitability for the intended use and the Customer assumes all risk and liability whatsoever in connection with such use or subsequent sale.
Title & Risk
For all product purchased which is subject to a shipment contract via carrier, risk of loss and title for such product passes to Customer upon Cargill’s delivery of product to Customer’s carrier. For all other product, the risk of loss and title passes to Customer upon delivery to Customer’s facility.
Feeds Act And Regulations (Canada)
All products shall be used only in accordance with the Feeds Act (Canada) and in strict compliance with the label. Any other use is not recommended and is at the entire risk of the Customer.
It is understood and agreed that, for certain products, Cargill may state different credit terms on a Price List or other Cargill publication issued to the Customer, or that Cargill and the Customer may agree in writing to specific credit terms; and that, if no such other credit terms are so stated or agreed upon in writing, then the following terms shall apply:
- accounts are due and payable on due date set out on the invoice.
- statements of account are issued monthly.
- invoices not paid by the earlier of the “Interest Charged From Date” or “Amount Due By Date” set out on the invoice are subject to interest charges, calculated on a daily basis from the “Interest Charged From” date as applicable.
Cost of Borrowing
Unless otherwise agreed upon by Cargill and the Customer in writing, simple interest at the rate set out on the front of this invoice is charged on overdue and extended term balances. The amount of the credit charge is as set out below for the applicable interest rate. Payments received will be applied against outstanding interest charges first followed by the oldest invoiced principal amount.
/ 30 days
/ 30 days
/ 30 days
/ 30 days
|$ 100||$ .99||$ 1.23||$ 1.48||$ 1.97|
Balances in excess of $1,000 are calculated at the same ratio as above.
PAYMENT AMOUNTS: Notwithstanding any endorsement or statement on any cheque or any letter accompanying any payment, Cargill may accept any partial payment without prejudice to Cargill's right to recover the balance owed.
SET OFF: Without limiting Cargill’s right to pursue any and all other rights and remedies available to it, it is expressly agreed that to the fullest extent permissible by law, Cargill may set off any debts and claims against Customer.
CLASS ACTION WAIVER: Any proceedings to resolve or litigate any dispute or claim, whether in arbitration, court, or otherwise, will be conducted solely on an individual basis. Neither Customer nor Cargill will seek to have any dispute heard as a class action or consolidated with any other proceeding without the prior written consent. Customer and Cargill further agree that no proceeding will be joined, consolidated, or combined with another proceeding without the prior written consent of Customer and Cargill.
AMENDMENT: None of the terms and conditions of sale may be added to, modified, superseded, or otherwise altered except with the written consent Cargill.
ACCEPTANCE: Customer’s receipt of product and the associated invoice shall constitute an acceptance by Customer of all terms and conditions set forth herein.