- ACCEPTANCE AND COMPLETE AGREEMENT
- INVOICE AND PAYMENT
- LATE PAYMENT PENALTIES
- TERMS OF PACKING, SHIPPING, AND ACCEPTANCE
- CHANGES AND DISCREPANCIES
- CANCELLATION, DAMAGED GOODS, OR RETURNS
- DISCLAIMER OF ANY WARRANTY
- FORCE MAJEURE
- COMPLIANCE WITH LAWS
- TRANPORTATION SECURITY REQUIREMENTS
- PERSONNEL COMPETENCE
- ORDER ACCEPTANCE
- QUALITY ASSURANCE; INSPECTION, ACCEPTANCE AND REJECTION
- RIGHT OF ACCESS
- SUPPLIER MAINTENANCE REQUIREMENTS
- SHIPPING PACKAGING INSTRUCTIONS
Tallamond Terms of Service
Welcome to Tallamond!
Thanks for using our products and services (“Services”). The Services are provided by Tallamond Inc, located at 17371 NE 67th Ct, Redmond, WA 98052, United States.
By using our Services, you are agreeing to these terms. Please read them carefully.
ACCEPTANCE AND COMPLETE AGREEMENTBack to top
This order is Buyer's offer to Seller and is not an acceptance by Buyer of any offer to sell by Seller or of any terms and conditions contained in any such offer. Unless specifically agree to in writing, any additional or different terms proposed by Seller are objected to and rejected unless expressly assented to in writing by Buyer.
PRICESBack to top
All quotations are made for immediate acceptance and are subject to change without notice prior to acceptance. Prices are stated in US dollars, exclusive of taxes or tariffs. Any tax, tariff, or other government charges will be borne by the Buyer.
INVOICE AND PAYMENTBack to top
A separate invoice shall be issued for each shipment. Buyer is obligated to make full payment to be received by the Tallamond Inc in 30 days or less from the date of delivery of goods unless otherwise agreed to in writing by Tallamond Inc. If Buyer fails to fulfill the terms of payment of any order than Tallamond reserves the right to cancel or withhold future orders.
LATE PAYMENT PENALTIESBack to top
Tallamond Inc shall assess and Buyer agrees to pay a late payment penalty of up to 1.5% per month on any invoiced amounts not received within 30 days. Tallamond Inc. may extend a grace period of 5 to 15 days at its discretion, however, any payments not received before the end of said grace period shall result in late payment fees calculated on the balance due as of the original payment due date as if no grace period had been applied. $75 per new invoice administrative charges may also be applied.
TERMS OF PACKING, SHIPPING, AND ACCEPTANCEBack to top
All goods shall be packed, rated and braced to prevent damage or deterioration in accordance with UFC Rules and Regulations and Carrier Tariffs.
ALL SHIPMENTS WILL BE FULLY INSURED. Buyer will be invoiced for all shipping costs and insurance separate from the product invoice. All shipment costs are payable within 30 days of the invoice date. Buyer may elect to incur shipment costs directly on its own account provided that is determined prior to any shipment taking place.
Tallamond Inc will in endeavor to ship by the estimated shipment date but shall not be responsible for any delay or any damage resulting from failure to ship by the estimated shipping date. All other risks of loss and full responsibility for product shifts to the Buyer upon delivery. Inspection of products will be completed by the Buyer on delivery and according to a reasonable commercial practice standard of inspection. If any defects or missing items are identified, then the Buyer shall contact and inform Tallamond Inc immediately or Buyer assumes full responsibility for acceptance of items at that time. Buyer shall notify Seller if any goods delivered hereunder are rejected, and at Buyer's election and Seller's risk and expense, such goods shall be held by Buyer or returned to Seller. No replacement or correction of nonconforming goods shall be made by Seller unless agreed to in writing by Buyer.
CHANGES AND DISCREPANCIESBack to top
Any discrepancies, omissions or lack of clarity in specifications, or purchase orders, must be referred to the Buyer for written interpretation before this order is processed. Changes shall not be binding unless evidenced by a purchase order change notice and issued and signed by Buyer.
CANCELLATION, DAMAGED GOODS, OR RETURNSBack to top
Buyer reserves the right to cancel this order PRIOR TO SHIPMENT, or any portion of this order, without liability, if (a) Seller cannot meet contract commitments as to estimated delivery timeframe, price, quality or quantity; (b) Seller ceases to conduct its operation in the normal course of business; (c) Seller is unable to meet its obligations as they mature; (d) proceedings are instituted against Seller under the bankruptcy laws or any other laws relating to the relief of creditors; (e) a receiver is appointed or applied for by Seller; or (f) any assignment is made by Seller for the benefit of creditors. Buyer also reserves the right to cancel for any other reason permitted by the Uniform Commercial Code then in effect in the state where Buyer has signed this order.
Tallamond Inc will not be obligated to accept any return and to refund the Buyer after Buyer has received the order, unless the product Buyer received is not what they ordered. If the product or any portion of the order delivered is not what the Buyer ordered, then Tallamond will credit the invoice and account to the Buyer for the relevant portion amount.
If there is damage to the order, the order will need to be investigated case-by-case. If damage happened during shipping and not by the Buyer’s handling, the shipping company or purchased insurance will be obligated to cover the relevant costs. If damage happens by the Buyer’s handling, during or after shipment and delivery, Tallamond Inc will not be responsible for the loss or return. Buyer is responsible for documenting the inspection on delivery and taking photographs of the damage incurred. Buyer shall be obligated to comply promptly with all filing procedures and requests for documentation from either Tallamond Inc or the insurer in support of any damage claim. If the Buyer fails to perform standard inspection immediately upon delivery, the goods will be deemed delivered in proper conditions without damages.
If the Buyer desires a return based on choice, and ONLY IF AGREED TO IN ADVANCE BY TALLAMOND INC, in order to receive a refund, the Buyer is required to send a formal email to Tallamond Inc within seven (7) business days after the date when the order was delivered. The Buyer then is obligated to ship out to the Tallamond Inc required shipping address within 10 days after the date when the order was delivered. If the Buyer fails to meet the return timelines, Tallamond is under no obligation to accept the return even if agreed to prior. Buyer is responsible to pay for all return shipment costs to Tallamond and then to the OEM or other source plus any restocking fee, taxes, tariffs, within 30 days of being invoiced for same.
DISCLAIMER OF ANY WARRANTYBack to top
Buyer acknowledges that it will look solely to the warranty(ies), if any, provided by the manufacturer and that Tallamond Inc makes no warranties on its own behalf whether express, implied, or statutory, including, but not by way of limitation, any warranty of merchantability, fitness for a particular purpose, course of dealing, course of performance, or usage of trade.
FORCE MAJEUREBack to top
Seller shall not be liable for any delay or failure to deliver any or all of the goods covered by this purchase order in the event of delay or failure caused by governmental regulations, labor disputes, strikes, war, riots, insurrection, civil commotion, mobilization, explosion, fire, flood, accident, storm or any act of God, failure of supplies, delays of common carriers, embargoes, or other causes beyond Seller's reasonable control.
ASSIGNMENTSBack to top
No assignment of any rights, including rights to money, shall be binding upon Buyer until its written consent has been obtained.
COMPLIANCE WITH LAWSBack to top
In the performance of this order, Seller and Buyer will comply with all applicable Federal, State, and local laws and ordinances and all lawful orders, rules and regulations thereunder, including the Uniform Commercial Code and all US and International Trade Control Laws and Regulations. Customer agrees that it will comply with all applicable export, import and sanctions laws, regulations, orders and authorizations, as amended from time to time, that are applicable to the export and re-export or import of goods, software, technology, technical data or services. Such laws, regulations, orders and authorizations include, but are not limited to, the Export Administration Regulations (“EAR”), International Traffic in Arms Regulations (“ITAR”), and all regulations and orders issued and administered by the US Treasury’s Office of Foreign Assets Control (hereinafter collectively referred to as “Export/Import Laws”). No sales or shipments are to be made to any country, individual or firm (or any individual or firm associated therewith) appearing on any denied party lists issued or maintained by the US Department of Commerce, the US Treasury Department, the US Department of State or any other US agency issuing such denied party or country lists. The party engaged in the export or import will obtain all licenses and authorizations required under the Export/Import Laws to fulfill said party’s obligations agreed to by the parties by acceptance by Customer of this quote, and each party agrees to exercise reasonable efforts to the other party in obtaining such licenses and authorizations. Further, by and upon acceptance of this quote by Customer, the parties agree that the products sold are not “defense articles” and/or any services provided are not “defense services: as those terms are defined in 22 C.F.R. § 120.9 of ITAR. The parties acknowledge that this means that an official capable of binding the party providing such products knows or has otherwise determined that such products (and parts/components of such products) are not on the ITAR’s Munitions List set forth in 22 C.F.R. §121.1. Each party agrees to reasonably cooperate with the other in providing documentation that supports or confirms this representation, at the request of the other party. To the extent that such products (or any parts or components thereof) were specifically designed or modified for military use or military end-user, the party responsible for such design or modification will notify the other party and provide the other party with written confirmation from the US Department of State that such products are not subject to ITAR. The Parties will indemnify, release and hold each other harmless from any costs of legal actions arising out of the indemnifying party’s failure to comply with the above-described Export/Import Laws.
TRANPORTATION SECURITY REQUIREMENTSBack to top
Buyer agrees to make a good faith effort to require its agents to comply with all applicable transportation security laws and regulations and provide proper identification and purchase order number when shipping, picking up, or accepting delivery of products.
PERSONNEL COMPETENCEBack to top
Tallamond ensures its personnel are aware of their contribution to I) compliance and product safety, II) product conformity and III) importance of ethical behavior.
ORDER ACCEPTANCEBack to top
The issuance by Tallamond, Inc., ("Buyer") of any order ("Order") for goods and services, is expressly made conditional upon Seller's agreement to and acceptance of the terms and conditions contained herein. Seller's acceptance of such shall be implied by full or partial performance under, or indication thereof, or acknowledgement of the Order without exception. Any terms and conditions proposed in Seller's acceptance or in any acknowledgment, invoice, or other form of Seller that add to, vary from, or conflict with the terms and conditions herein are hereby rejected unless otherwise mutually agreed upon in writing.
QUALITY ASSURANCE; INSPECTION, ACCEPTANCE AND REJECTIONBack to top
The seller shall maintain a Quality Management System (QMS) that complies with the requirements of AS9100 Series / ISO 9001 or a TALLMOND INC. approved QMS Restriction Accreditation Board (RAB) (An accredited registrar is preferred)
Goods shall comply with Original Equipment Manufacturer's specifications and tests, as well as all applicable specifications and standards provided by Buyer and/or required by law or regulation, wherever and however incorporated, including by reference or otherwise. Where applicable, Buyer shall provide Seller with additional, Order-specific quality assurance requirements, which shall be appended to the Order or incorporated therein by reference.
Certification of Conformance of all Goods must accompany the Goods from Seller's facility, including a statement of the condition of the Goods, back-up data on file for inspection, and signed by an authorized representative of Seller. Should such certification not accompany the shipment, Goods will be held in quarantine and no payment will be processed until the proper certification is received. Buyer reserves the right to be supplied with and/or audit such certification on all new items purchased. This may require traceability and full source documentation. All raw material, machining, and processing certifications shall be supplied at no cost if requested. All Certifications and related documentation must be retained on file by Seller for a period of at least seven (7) years after completion of this Order.
Buyer reserves the right to inspect Goods prior to acceptance and payment, in accordance with the quality requirements set forth herein. If any Goods are defective and/or otherwise not in conformity with the requirements of the Order, Buyer may accept conforming Goods and rescind any portion of the Order for any non-conforming Goods; accept nonconforming Goods at an equitable reduction in price; or reject non-conforming Goods and require the delivery of replacement Goods. Non-conforming Goods, if rejected by Buyer, shall be returned to Seller at Seller's expense and risk of loss.
RIGHT OF ACCESSBack to top
The supplier shall allow Tallamond Inc., Tallamond Inc. customer(s), and the Government, which includes regulatory authorities, access to the facilities of the supplier and its sub-tier suppliers (including internet access) for the purpose of verifying compliance with the requirements of the purchase order (PO). Verification may include, but is not limited to, such activities as witnessing operations in progress, reviewing Quality Assurance (QA) documents and records, and performing audits. Upon request, supplier shall provide Tallamond Inc. any and all quality information, documents, and records as required.
SUPPLIER MAINTENANCE REQUIREMENTSBack to top
Seller will maintain a flow down to sub-tier suppliers the applicable Terms & Conditions in Tallamond, Inc. purchase order(s)
Seller must notify said Buyer of any non-conforming products received at Seller's facility and must have approval prior to any shipments. Seller must notify Buyer of any changes in product or process definition and if acceptance, Buyer's, written approval prior to shipment.
Counterfeit Parts Prevention; Seller has developed and maintained a counterfeit plan in accordance with AC-21-29D Standards and shall ensure that counterfeit material is not delivered against any Tallamond. Inc. issued purchase orders.
All items supplied under Tallamond Inc. purchase order(s) must have full flow-down traceability to the OCM. All items supplied are required to have full OCM warranties and must be fully transferable to Tallamond, Inc. end user. If the supplied items are with Airworthiness Directives, the AD shall be informed to Tallamond Inc. prior to payment.
The supplier shall be aware that their products conform to all specifications, documentations and applicable drawings.
The supplier shall also be aware of their supplied product safety and conduct their business in an ethical behavior. All orders are subject to F.O.D. requirements.
SHIPPING PACKAGING INSTRUCTIONSBack to top
All material must be sufficiently protected against damage during shipment process. Electrostatic protection is required for all static sensitive items and packaging material must be in accordance with ESD standards. Materials shall be sufficiently durable to properly protect the packaged item during normal shipping and handling processes. Foam sheets, bubble wrap, or other cushioning and void fill materials are acceptable but must be non-dust producing and mold resistant. Miscellaneous wadding such as newspaper or rags, and loose fill packing materials such as plastic 'chips' or 'peanuts' shall not be used as dunnage. Loose fill absorbent is acceptable when required for shipment of liquids. All packaging materials, including the outer containers and inner packings, shall be reusable to the greatest extent possible and shall utilize recycled post-consumer waste where available and feasible.